Lost in Time
by CAS2109
Summary: The Professor has never really been the same since the Great Time-War; moving from place to place without so much as a sparing glance or whisper. When his TARDIS crashes close to the small town of Arcadia Bay, the Professor decides to find out how and why; but in doing so, finds himself thrust into a whirlwind of events where the fate of the entire town hangs in the balance.
1. Arcadia Bay

**CAS2109** **  
** _ **Lost in Time**_ _ **  
**_ **Doctor Who & Life is Strange Crossover**

 **Disclaimer: I do not own "Life is Strange" or "Doctor Who" as they belong to their respective owners. All OC's on the other hand; MINE!**

 **Prologue – "Arcadia Bay" – Time Vortex – Current Time Indeterminate**

The Professor continued to slowly walk around the centre console of his Type 80 TARDIS, altering the intensity of the bright white lights every now and again as he considered exactly what he was going to do next. Standing at around 5'11, the Professor was somewhat average in height and despite being over six hundred and fifty years old, his smooth facial complexion, as well as his well-kept, combed dark brown hair made him appear hardly a day older than thirty five - he'd certainly gotten lucky with his latest incarnation (7 had always been his lucky number). His eyes however were a different story entirely: as young as his light blue, piercing eyes made him out to be; the dark bags under them and his somewhat distant gaze spoke of someone who had lost much and had seen a great deal of pain and suffering for a _very_ long time.

The loosened black and red striped tie, his unfastened cufflinks and collar on his dark blue shirt also hinted at someone who was on the verge of just letting go. He stopped mid pace and glanced at the large screen on the wall in front of him – the only one in the control room, a series of flashing Gallifreyan icons caused him to raise one of his eyebrows as he walked towards the screen and blinked in surprise.

 _That can't be right…_ was one of the two dozen thoughts running through the Professor's mind at the sight of the symbols, he paused to read it again up close as he scratched the accumulating stubble on his cheek.

 _Yep…that's definitely…odd…_

The Professor's thoughts continued to be drawn out and disjointed as his shattered and unfocused mind attempted to arrange the pieces of the puzzle in front of him. He rubbed his eyes for a few moments and smacked his head for good measure.

"Come on! Focus!" he grumbled as he slapped his head a third time, "The first time anything remotely interesting happens and you can't figure out what it is because you're drunk on self-pity…"

The control room lurched violently, throwing the Professor off-balance and sending him careening into a guardrail on the central platform, his arms flailing over the side helplessly as another lurch sent him flying onto his back. The Professor groaned lightly as he sat up, rubbing his back carefully as he eyed the control console beside him.

"Yes…sweetie?" he muttered towards the central console in-between pained breaths, _Yep…definitely jarred my pelvis…_ "What was that about?"

A chirp from the console made the Professor narrow his eyes in disgruntlement, "I was not feeling sorry for myself!"

The control console let out another chirp followed by a series of beeps as the Professor got to his feet, "Hush you," he muttered as he braced himself on the console and looked at a series of readings – it looked like his TARDIS had hit off of something and then rapidly decelerated out of the vortex as it collided with something else and despite his advanced sensors, he couldn't deduce what that 'something' was, _How odd_ …

"Any idea where and when we are?" The Professor asked as he cleared up interference on the exterior sensors, his brow furrowing at some of the readings he was getting. The large screen on the wall behind him updated with more Gallifreyan icons as he turned to briefly skim over them

"Earth…" The Professor read with a stifled sigh, ignoring his exact location on the planet, " _Very funny sweetie_ …just what I wanted…" He continued reading the icons; he'd need a starting date if he wanted to leave, "Earth-date is…October 7th 2013… I _believe_ that's the Earth equivalent anyway…right then…let's go shall we?…I'd rather not stay on this… _particular_ planet for long…the natives are a bit too…proactive…for my liking anyway."

The Professor turned on his heels and input the date with expert quickness into the console, moments later he began the process of a random but quick vortex flight by knocking the 'zig-zag plotter' into gear. As he began to walk around the console he tightened his tie and cracked his neck – this part never got old. He dialled up a series of switches on the Helmic Regulator and accelerated the Space-Time throttle with a gentle push of the control lever within mere moments of each other; the entire room starting to fill with a hum that only increased in intensity and volume as he cranked the Locking Down Mechanism, smiling at the central pillar as he took a step back after winding it a few times. With a final motion, the Professor pulled the Time-Rotor Handbrake, causing the entire room to lurch for a second as the usual wheezing sound returned (he preferred to fly with this sound even if the TARDIS wasn't supposed to make it – the wheezing gave the flight some character) and the time-rotor slowly began moving up and down.

As the Professor leant back on the railing behind him, he let out a sigh of relief – only for the room to lurch again, throwing him face first into the console as something exploded behind him; making both the feeling of sparks searing the back of his neck and him cursing his karma the last things he remembered before the Timelord blacked out.

 **Blackwell Academy, Arcadia Bay, Oregon, United States of America**

 _Whoa! No!_

Maxine Caulfield's eyes opened in shock to find herself still in class and not being crushed by the top of a crumbling lighthouse thanks to the scariest storm she had ever seen. She sat upright and tried not to look too alarmed as she calmed herself down.

 _Whoa…That was so surreal…_

Her teacher, Mr Jefferson, was still in the middle of giving his lecture and was currently talking about Alfred Hitchcock's famous remarks about film. It was clear that her 'dream', or whatever that had been (it sure hadn't _felt_ like a dream) had gone unnoticed by the rest of the class so she hadn't been out of it for long – although it sure felt like a long time.

She glanced over the classroom and took a series of breaths, glancing at the clock as it turned 3:51 in the afternoon.

 _Okay…I'm in class…Everything's cool…I'm okay…_

Jefferson continued to walk around in front of her as he seemed to drone on about Hitchcock or something; Max was too freaked out to really pay attention to what he was saying. She took her eyes off Jefferson just in time to see someone throw a ball of what looked like paper at Kate Marsh, the ball hitting her in the face and making her flinch before the flimsy piece of paper rolled onto the floor.

 _I didn't fall asleep…and that sure didn't feel like a dream…Weird._

Max's confusion at what had just happened persisted as she looked over the contents of her desk in an attempt to think about other things. Her confusion was immediately flooded by a wave of self-doubt as her eyes caught sight of her 'entry'. She glanced at the picture in question briefly and cringed, even when it was half covered by her notebook it still made her feel embarrassed.

 _Look at this crap! How can I show this to Mr Jefferson?_

Max edged the notebook to the side, covering the picture entirely.

 _I can hear the class laughing at me now._

Her eyes meandered towards her pink pencil case, drawing a small smile to her face at the sight of it; the thing certainly held a lot of memories.

 _I can't believe I still have this pencil case. I should upgrade to the 21st_ _Century_ _. But…I like it old school._

Max's eyes moved towards her camera as Jefferson shushed someone down for cursing, telling them to "Keep that to themselves" before moving on. Max picked up the camera, holding it in her hands for a moment before lowering it under the table and taking a quick selfie; much to her distain however, the flash from the camera ushered in a "Shush" from Mr Jefferson and Max felt the eyes in the room turn to face her. Not what she had intended at all…

"I believe Max has taken what you kids call a 'selfie'…" Mr Jefferson began as Max hastily returned her camera to the table, trying not to blush at the sudden onset of attention, "A dumb word for a wonderful photographic tradition...and Max has a gift..."

 **Arcadia Bay, Oregon, United States of America – Approximately 3:49 PM Local Time, 7** **th** **October 2013**

The Professor's borderline-incoherent grumbles didn't let up as he patted down the still-burning parts of his singed shirt, from the looks of things the TARDIS had been unable to fully dematerialise and enter vortex flight before it crashed into a major obstacle – something that should be impossible. Type 80 TARDISes simply don't 'crash'…unless…

"Of course there's a temporal lock…there's _always_ a temporal lock when I want to leave somewhere _this_ badly," he continued grumbling as he cringed at the burns on his neck, "Sweetie…bring up the system diagnosis on the main screen would ya?"

A distorted series of chirps affirmed the Professor's request as the main screen activated; static cut across the screen for a few moments as the main lights flickered and several more showers of sparks erupted from the roof of the control room before legible Gallifreyan text appeared on the screen. The Professor sighed as the system readouts confirmed his hypothesis; he was indeed stuck in a temporal lock – leaving the TARDIS powerless to do really anything other than sit where it was and look pretty.

The Timelord turned on the spot and walked towards the doors to the control room, the external sensors reported that the TARDIS was parked in a small forest clearing; apart from that however he was unaware of his current position (other than he was somewhere in the area of an insignificant little town called 'Arcadia Bay'). He stopped for a few moments just in front of the door as the burns on his neck caused him to cringe.

"I should probably get something for that…" he muttered as he picked his black and blue pinstriped jacket hanging over the railing beside him and slung it over his right shoulder, the singes on his shirt weren't noticeable enough to warrant replacing it – at the moment anyway.

Hell. Knowing humans, this was probably fashionable.

The Professor synched up his watch to local time and double checked that he had both his psychic paper and his laser screwdriver (just in case) before opening the doors to the control room and taking a step outside.

As the Professor's leading foot made contact with the damp, grass-covered forest floor – causing him to cringe as the mud started to spoil the otherwise-perfect polish on them; he immediately became aware of several things at once: firstly was how close he was to a large structure in the area (a tower of some kind about half a kilometre ahead of him); the second was just how cold it actually was as a gust of cold air made his hair stand on end for a moment; the third was the painfully obvious camouflage his TARDIS had chosen.

"Seriously?" he sighed as he looked at his TARDIS, "This is your idea of discrete here? I don't think anyone's going to miss a _giant_ boulder in the middle of a clea-"

The door to the control room dissipated into solid rock before the Professor had even gotten into the full sway of his rant, causing him to shake his head in disbelief and walk towards the tower in the distance. With any luck, his TARDIS' peculiar choice in a five meter high, two meter wide and cone shaped piece of solid rock would go unnoticed; leaving him to think over his more pressing concern as he looked towards the tower once more.

Something was forcibly keeping the TARDIS locked here, it was time to find out who or what it was and why…

 **Author's Sidenote: Yes. ANOTHER new story from me, I know - and no, I'm not dead yet. However nothing I've written thus far for my other major project "For Fleet and Flotilla" has made it though my personal evaluation phase (in layman's' terms: it was terrible). I'm hoping that this project will get me rolling again and once I'm feeling confident in my abilities I'll turn my attention back to FFaF and get Act 2 moving along nicely. Until then, I'll keep you all updated!**


	2. Perfect Shot

**Act I – "Rewind"**

 **Chapter 1 – "Perfect Shot" – **Arcadia Bay, Oregon, United States of America – 3:54 PM Local Time, 7th October 2013****

The Professor continued to follow the tarmac road he'd stumbled across as it continued to wind its way through the forest towards the tower he'd spotted earlier – although the closer he got, the more it looked more like an academic campus of some kind. No matter he'd just walk there, get his bearings and move on. He turned to his right and marvelled at the sinking sun's reflection off of the sea in the distance; he had to give Earth some credit, it sure was a tranquil place – it had nothing on Gallifrey though.

The Timelord stopped in his tracks and his gaze dropped to the floor as his shoulders sagged, Gallifrey still brought back memories that he'd prefer not to relive; the last days of The Last Great Time War especially. He kicked a stone along the side of the road as his pace slowed and his hands retreated to his jacket pockets; hundreds upon hundreds of memories flooded over him, nearly all of them were ones of loss – either of a burning Timelord city or a valued friend dying in his arms as he tried to regenerate but couldn't find the energy. Truly a slow death, one he had seen repeat too many times for too long in his life.

The worst part of it all was that the Professor wasn't a soldier – never had been, nor wanted to be. Rather, he had been one of the head researchers in the Gallifreyan High Archives; a post he had once seen as prestigious but also one where his sense of morality eventually forced him to resign in disgust as the High Council authorised the deployment of the forbidden weapons during the war's concluding years. That hellish war had warped his people into monsters, turning one of the most benevolent races in existence into something horrific…

The Professor looked up as he rounded another turn in the road, free from the scarring flashbacks at last as he took a series of deep breaths, wiping his forehead with the sleeve of his jacket as he directed his attention directly ahead of him.

"So it is a campus of sorts…" The Professor commented as he continued to approach the tower – which seemed to be atop the main building on the campus – although his voice was still somewhat distant as his mind reeled from the memories which had quickly unburied themselves in his mind; subjecting the Timelord to the horrors of the war once more.

A bell rang out from the campus as the Professor strode past a sign on the side of the road, drawing his attention towards the tower once more as a flock of birds flew above him; soaring in the sky for mere moments before vanishing into the treeline.

"Welcome to Blackwell Academy…" The Professor read aloud as he skimmed over the sign in question, his tone quickly turned mocking as he read the rest of it, "Proud to be the ya-da-ya-da-ya-da-ya-da…how cute…"

After another thirty seconds of eventless walking, the Professor ascended a set of stairs and found himself in a central plaza for the academy, it was somewhat tranquil; a large open space with a sizeable water fountain made from brick – in the middle of which was a statue of a man looking out towards the sea – and a half dozen trees. He paused beside the fountain and checked his watch, it was around four o'clock in the evening now and people were starting to trickle out of the main building before either hanging around the plaza or moving towards buildings elsewhere on the campus.

"Hey buddy!" Called a somewhat gruff voice from somewhere on the Professor's left, the Timelord turned quickly to face the man as he approached – his eyes quickly picking out vital details about him; including the fact that the man was clearly campus security, "This is a university campus!"

 _Oh for crying out loud…_

The Timelord rolled his eyes as the man continued yelling, "Did you hear me!? This is private property! You're not allowed here!"

"On the contrary," The Professor retorted as he looked the man in the eyes, he was clearly a human military veteran – all soldiers more or less carried themselves the same way – and was not happy being challenged by a new arrival; the Professor quickly pulled out his psychic paper and presented it to the security officer, "The name's Doctor Richard Lester, I'm here on behalf of the American Academic Journal to write a piece on the performance of students here."

The man looked somewhat unconvinced as he raised an eyebrow at the Professor as the two began to attract glances from nearby students, "As genuine as your ID is, I would have been informed of such an arrival and made preparations…"

"I'm sure you've heard of surprise insp-" The Professor was halfway through countering as he pocketed the psychic paper when the relative silence of the plaza was shattered by a slightly muffled but recognisable gunshot, causing the Timelord to flinch in alarm.

The guard froze; his eyes widening in horror as he seemed to turn in slow motion towards the building from where the shot had come from. The Professor raised an eyebrow at the slowness of the man's actions before everything apart from the Timelord seemed to come to a complete standstill, the scene quickly resembling that of a tragic photograph; birds hung still in mid-air, students recoiling and flinching at the gunshot, blades of grass still against the afternoon breeze and before the Professor could take in the entire scene with a complete turn, they all vanished – leaving him alone in the plaza as the ambient bird chirping returned.

" _Okay_ …" The Professor muttered slowly as he slowly held his hands up in surprise and looked around the empty plaza, not quite sure what had just happened, "What was that?"

 **Blackwell Academy, Arcadia Bay – Several Minutes Prior**

Max slid open the door to the bathroom and shut it behind her, taking a moment to breathe a sigh of relief that she was alone and remove her earphones, the song she'd been playing finished soon after she'd pocketed the earphones.

 _Empty. Good. Nobody can see my meltdown. Except for me._

Max started wandered along the length of the bathroom as her 'dream' continued to haunt her; did it mean anything? Or had she just finally lost it?

Her eyes glanced over some graffiti on a stall door: _Rachel Amber is a bitch!_

Max shook her head slowly; _who would bother to write that crap_? Especially with Amber missing, it was truly twisted considering the circumstances.

Her thoughts brought her in front of a heavily defaced mirror; an odd mocking design had been erected in bold red pen around where the average person's face would sit. Max scowled at her warped reflection in the mirror as she leant on the sink in front of her.

 _I feel like the universe is taunting me everywhere I go today._

She scratched her head slowly before trying to erase the drawing on the mirror, much to her discomfort; the drawing remained to continue mocking her.

 _It all started with that bizarro dream in class…Am I going crazy?_

With a stifled sigh, Max looked down at the sink and turned on the tap; pausing for a few moments before she rinsed her face. She took a step back and turned off the tap before pulling her entry out of the side of her bag. There had to be something good about it, right?

 _Just relax. Stop torturing yourself. You have "a gift."_

With a sigh, Max shook her head as she looked at the picture again, "Fuck it," she tore the picture in half and let the two pieces fall to the floor. She was never going to win with that picture anyway…

As Max was getting ready to leave she caught sight of a butterfly coming in through the window by the far wall in the bathroom. _When a door closes, a window opens…Or, something like that,_ Max briefly contemplated as she followed the butterfly around the corner of the stall until it landed on a bucket.

 _Okay girl, you don't get a photo op like this every day…_

Max pulled out her camera quietly and pointed it at the butterfly, willing it to stay in place as she set up the shot. A smile dashed across her face as she heard the flash go off and the picture begin printing. She removed the picture and blew lightly on it as the ink dried – the image had come out well and for that she was thankful.

The sound of the door opening drew her attention elsewhere and she pocketed the picture quickly as she made to leave. Only to stop mid stride as she heard Nathan Prescott's voice; what the hell was she doing in the girl's toilets?

"It's cool, Nathan…Don't stress…You're okay, bro. Just count to three…Don't be scared…You own this school…If I wanted, I could blow it up…You're the Boss…"

It didn't take Max long to realise that Nathan was talking to himself, the insanity of it alone made Max take a step back. The fact that Nathan seemed almost unhinged was unnerving to say the least. The sound of the door opening again and Nathan speaking to someone who had just entered the room caused Max to take another step towards the wall.

"So what do you want?"

"I hope you checked the perimeter, as my step-ass would say. Now, let's talk bidness-" Replied the new arrival as her words were accompanied by the opening of stall doors; before she had completely finished her sentence Nathan cut across her.

"I've got nothing for you."

"Wrong. You've got hella cash."

Nathan was silent for a moment, he spoke up again with a matter-of-factly semi confident tone, "That's my family, not me."

"Oh boo-hoo, poor little rich kid," retorted the arrival as Max struggled to place the voice; although it definitely sounded like whoever it was felt completely in control of the situation, "I know you been pumpin' drugs n' shit to kids around here…" Max froze, _no way…is this why Nathan sounded so wound up_? "I bet your respectable family would help me out if I went to them. Man I can see the headlines now-"

Nathan interrupted her, sounding noticeably more aggressive, "Leave them out of this, bitch."

"I can tell everybody Nathan Prescott is a punk ass who begs like a little girl and talks to himself-"

Max held her breath as what sounded like a small push was immediately followed by a metallic _click_ , almost like the safety on a gun…

Nathan's tone had changed dramatically the next time he spoke, he sounded out of control, "You don't know who the fuck I am or who you're messing around with!"

The second voice's tone had also changed, she sounded terrified; "Where'd you get that? What are you doing? Come on, put that thing down!"

Max stuck her head out to get a glimpse of what was happening and was immediately stunned, Nathan had indeed pulled a gun on the woman who'd been blackmailing him and had her pinned against a wall, she retreated behind the wall again as Nathan continued shouting.

"Don't EVER tell me what to do. I'm so SICK of people trying to control me!"

Max cringed in fear as she heard the echo from Nathan's hand hitting against the wall, he was definitely crazy – he had to be.

"You are going to get in hella more trouble for this than drugs-"

"Nobody would ever even miss your 'punk ass' would they?"

Max looked again, she had to do something – anything! – To help this person, she hopelessly glanced at the two as the girl struggled to get free, "Get that gun away from me, psy-"

The gunshot rang out before Max could do anything to stop it; "NO!" Max's scream left her mouth as she threw herself out of her hiding spot with her arm outstretched towards the mortally wounded girl as everything seemed to slow down, Prescott's gun sliding out of his hand and falling lazily towards the ground as the girl seemed to stumble before collapsing sideways.

Then everything just stopped.

 **Blackwell Academy, Arcadia Bay**

The Professor slowly turned on the spot for what had to have been the tenth time; _where had everybody gone_?

The plaza was empty, save for the occasional flock of birds that flew overhead. The Professor turned on the spot again; raising an eyebrow at the strangeness of the scene as he looked for anything that might hint at what had just happened. Finding nothing, he walked over to a nearby student bulletin board which was close to the fountain and frowned when he saw the missing person poster; he pulled it off the board and glanced over it quickly.

"Rachel Amber…Nineteen…been missing for…" The Professor read aloud as he skimmed over the minor details on the poster, "Around seven months…hm…"

The Professor rubbed his head in both confusion and intrigue as he read over the poster again before pocketing it and walking towards the main building on the campus and glancing inside. He was somewhat perturbed by the sight of people inside walking along the corridors as there were far less people than there should have otherwise been.

The Timelord gently opened the door with one hand and kept his other hand within quick reach of his psychic paper; he had to find out what was going here as quickly as he could. It was, without a shadow of a doubt, definitely connected with the time vortex anomalies that had led to his undesired arrival here.

 _Well…now we have a mystery on our hands…That'll serve to liven up my time here…As short as I hope that to be._

The Professor glanced over the corridor in front of him as he closed the door gently, he checked his watch again as he looked at the clock, frowning as he did so.

His watch was synched up to the TARDIS' clock; which in turn was synched up to the local time precisely, it was never wrong; never. Yet there was a good seven minutes difference between his watch and the clock on the wall. He shook his head in disbelief, _Silly humans, can't even run clocks properly…_

He continued to walk his way up the corridor; stopping just in front of the door which appeared to go to the Principal's office as he looked around, taking notice of dozens more missing persons' leaflets scattered across the walls of the school – although they all seemed to be for the same person. Without thinking the Professor knocked on the office door twice as he glanced over the corridor again, moments later the door opened behind him and the Professor came face to face with a relatively tall, bald-headed African American man.

"Ah; hello. You must be the Principal?" The Professor greeted as he offered his hand for a handshake, a gesture the man seemed to ignore.

"Yes I am…who are you?" The Principal asked as he took another step towards the Professor and crossed his arms.

The Professor thought about the question for a split second; he was aware that the academic writer ruse wouldn't hold up for very long so he quickly came up with another cover story – with the same name of course (just for an experiment).

"Richard Lester, Private Investigator," The Professor began as he presented the Principal with his psychic paper, "I was passing through the state – through the town in fact – when I noticed all the missing person bulletins for the same individual…"

 _Might as well start calling myself 'The Detective' now…_

The Principal went to roll his eyes, "Ms Amber has been missing for-"

The Timelord raised an eyebrow as the Principal stopped mid-sentence and muttered incoherent gibberish before taking a step back and muttering again. When he became understandable again, the Professor's eyebrow seemed to rise even higher.

"Yes I am…who are you?" The Principal asked as he took a step towards the Professor and crossed his arms.

 _He literally just said that…what the hell is going on?_

The Professor cleared his throat and glanced at the clock in the Principal's office through the opened door and inwardly frowned.

 _Strange…It's gone back twenty seconds…_

"Richard Lester, Private Investigator," The Professor repeated; sounding slightly irate and concerned as he presented the Principal with his psychic paper once more, "I was passing through the state – through the town in fact – when I noticed all the missing person bulletins for the same individual…"

The Principal went to roll his eyes - again, "Ms Amber has been missing for several months now. While I thank you for your concern the case was closed by the local police some time ago, I assure you that the town has moved on from Amber's tragic loss. I'd also appreciate it if you didn't go-"

"Harassing students, I gotcha," The Professor feigned a smile as he pocketed the psychic paper; something reeked about the Principal's dismissal, it gave the Timelord a bad taste in his mouth, "However. I will be staying on campus for a couple of days-"

The school bell rung out and cut over the Professor's final words – the Principal seemed to have gotten the message however as he somewhat-angrily waved the Professor away from the door to his office before closing it.

The Professor turned on his heels and walked down the corridor, turning right as it started to fill up with students leaving their class. As he walked, he noticed dozens more missing persons' bulletins relating to Rachel Amber tacked on and stapled to various walls and message boards.

 _The town has moved on from Amber's tragic loss…Yeah right…Clearly some people aren't ready to let go just yet…_

The Timelord stopped in front of one message board and glanced over its contents, about halfway through his skimming all the noise seemed to cease in the hall. He turned around to see everyone frozen in place for a moment before the entire corridor seemed to walk backwards for a couple of seconds before resuming as if nothing had ever happened.

Frowning, the Timelord fixed his tie and continued to walk up the hall until he stepped aside to let a female student rush past him about thirty seconds later – the Professor normally wouldn't have paid her any attention but she seemed in a hurry, not to mention distraught. While he shrugged it off, the Professor certainly didn't like the feeling that the girl had given him – everything about her just seemed wrong. He walked over to the classroom that she had left and knocked on the door – cringing slightly as the metallic bang from someone getting thrown into a locker echoed up the corridor.

Moments later the door opened and the Professor came face to face with a somewhat-relieved looking Mr Jefferson, even after a quick glance at the man the Professor could tell that the man was confident, friendly and loved doing what he did – not to mention that he'd just been pestered by someone.

"Mr Jefferson, right?" The Timelord asked as he recalled the name from the door, smiling as he greeted the man.

"Yes, that's right," Jefferson answered as he glanced over his shoulder towards someone that the Professor couldn't quite see, "Who're you?"

"Richard Lester," The Professor held up his psychic paper, "Private Investigator. I wanted to ask you a few questions about Rachel Amber…"

In all honesty, the Timelord was going out on a whim here, he had no idea if the man even knew Rachel or even why he was asking about her – but a mystery always needed to be solved and he might as well use this to pass the time whilst he figured out how to get the hell out of here.

"Rachel Amber?" Jefferson asked, to which the Professor nodded, "Come inside," The Professor entered Jefferson's class as he pocketed his psychic paper and noticed two students still inside; the Professor paid them little attention, "Sheesh…that's a name I haven't heard in a while…she was a great student. Very enthusiastic…She could get along with almost anybody…"

Around halfway through Jefferson's recollection, one of the students got up and collected her things before borderline-storming out of the room; Jefferson shook his head slowly.

"I see that one has attitude…" The Timelord chuckled as the door shut; he glanced around the room briefly and quickly identified it as an art class.

"Victoria is…overeager to win a little class competition we have going…" Jefferson explained with a small sigh as he nodded towards a small poster in the corner of the room, "She doesn't seem to have the patience to wait until all the entries are in…"

"Well patience is a virtue many desire but few have," The Professor said as he sat down on a table, "What contest?" The Timelord feigned interest, "If you don't mind me asking…"

"The everyday heroes contest…" Jefferson replied as he walked over to the poster; maintaining friendly eye contact with the Professor as he explained the basics of the contest, "Each student has to submit a-"

Everyone in the room jumped as a gunshot went off nearby, people in the corridor started screaming; the lone student by the window turned around in horror as Jefferson ran to the door in a hurry. Then everything stopped again; Jefferson halted midstep, the student stood in front of her chair; there was little-to-no noise. Suddenly everything began to play in reverse and once again; everything seemed to continue like nothing had happened.

 _These 'rewinds' are becoming increasingly frequent…I really should investigate this further…_

The Professor nodded as Jefferson continued to explain the contest, although he really wasn't listening to a thing the man was saying. He was becoming increasingly concerned by these 'rewinds' as he had decided to dub them, the potential for inconsistent timelines grew with each one, and there had been at least three since his arrival – who knew how many had happened before then?

Jefferson and the Professor's train of thought were cut off by a loud wailing sound – the academy's fire alarm no doubt. The Professor cringed in pain from an intense, sudden migraine as Jefferson, not noticing the Professor's condition, walked out of the room to check the corridor. The Timelord glanced over to the lone student who had, to his dismay, noticed his sudden onset of pain; he smiled weakly at her as he stood up and walked out of the room, passing Jefferson on the way out.

"Thank you for your time Mr Jefferson, perhaps we'll speak later," The Timelord said out of courtesy as he left the room, giving Jefferson a curt nod before closing the door. He rubbed his head again as the migraine faded, this did not bode well as migraines like the sudden one he'd had were usually a subconscious Timelord warning that the timeline had been altered in a noticeable way.

The Professor sighed, now he had potentially two mysteries to solve; where was this Rachel Amber? And more importantly…who or what was messing with the consistency of the timeline?

 **Author's Side note: I'm still giving the update schedule for this fanfic some thought, currently I think a chapter or two every week is appropriate although I'm still not sure what days in particular would be best suited for updates (it is most likely going to be Friday/Monday). Anyway,** **there's chapter one, let me know what you guys think. Thanks to all of you who have checked this story out I appreciate it.**

 **Let me know if there's areas I can improve upon though CONSTRUCTIVE criticism and I'll work to ensure that it is corrected.**


	3. Conflict of Interest

**Chapter 2 – "Conflict of Interest" –** **Blackwell Academy, Arcadia Bay, Oregon, United States of America – 4:17 PM Apparent Local Time, 7** **th** **October 2013**

The Professor cringed as he rubbed his forehead again, the sound of the fire alarm dulling in his ears as he walked back down the hall towards the main entrance. The corridor was essentially empty now; no doubt because everyone was outside, save for two people – the security guard who'd stopped him when he'd arrived on the campus and the female student who he'd seen in a rush earlier.

"-or are you hiding something?" came the voice of the security guard as the Professor barely made it out what he was saying over the obnoxiously loud alarm, "Huh!?"

The Professor sighed as the guard harassed the student; between this and the incident before the first 'rewind', he was fairly certain that this guy either took his job far too seriously or was so bored with his job that he wanted to make a scene large enough to get him fired. Either way; the Professor made a mental note on the man as another voice called from around the corner and despite the noise from the alarm he was fairly confident that the voice belonged to the Principal.

"Thank you Mister Madsen, the situation is under control. There's no emergency here. Leave Miss Caulfield alone and please turn off that alarm, since that's your job."

The guard, Mister Madsen, shook his head and glared at the student, Miss Caulfield, before walking off down the hallway. A couple of seconds later the Professor let out a sigh of relief as the wailing of the alarm ceased, although his ears still continued ringing as he walked forward – pausing as he heard the Principal talk to Caulfield.

"You look a little stressed out. Are you okay?"

The Professor stopped just short of the corner leading to the main entrance; instead he eavesdropped in the hopes of gather clues to just what the hell was going on here. He glanced in the direction that the guard had walked off in, so far it seemed clear.

"I'm…I'm just a little worried about my…future."

The Professor frowned at Caulfield's reply, her voice sounded distant and made her seem distracted with something - although it was clear that she wasn't lying. The Principal seemed to notice this, among other things, and the Professor heard him take a step forward.

"You're sweating pinballs. Is that all you're thinking about? You can always be upfront with me, Max. Or have you done something wrong…" The Timelord heard the Principal take another step forward, "Is that it? Well, Max? Talk to me."

Max didn't respond for a moment; almost like she was contemplating something, the Professor edged closer to the corner once Max continued – his eyes widening slightly as she finished.

"Principal Wells…I just saw Nathan Prescott waving a gun around…in the girls' room."

 _This is far too coincidental…I'll need to find a way to look into this…_

The Professor glanced in the direction of the bathroom as he started to arrange the pieces of the puzzle; it was beyond obvious now that everything that had happened up to this point since his arrival (the gunshots and subsequent rewinds) were in some way related to Max, although in what way he couldn't be sure. He needed more information.

"Nathan Prescott? You sure?"

"Yes. He was in the bathroom talking to himself with a gun. I saw everything! He was babbling like crazy -"

 _She did seem in a hurry when she rushed passed me…perhaps she has some form of knowledge about previous rewinds. I hope not. A human able to cause paradoxes is bad news. I need to get more information on Max, talk to her if need be._

The Professor dismissed the idea; not only didn't it explain the irregular timing of the rewinds, but it also went against everything he knew about human physiology – there was no way that a human would survive direct contact with the time vortex (for very long anyway), hell, even a Timelord would eventually succumb to its power and regenerate.

"Okay, slow down, slow down. So now you saw this…Without him seeing you?"

The Professor was somewhat off put by the Principal's response, he seemed overly-cynical of Max's side of the story. Frowning, the Timelord listened on; determined to dig up any more information that could be of use.

"I was hiding behind a stall. I have a right to be there. It's the girls' room –"

"I know, I know. I just want to be completely clear what happened. Mr Prescott happens to be from the town's most distinguished family. And one of Blackwell's most honoured students. So it's hard for me to see him brandishing a weapon in the girls' bathroom. So what happened next?"

 _Ah. That's why. Figures…_

The Professor inwardly sighed at the Principal's response; he'd suspected an answer like this one would be the Principal's way out. Clearly the Prescott family were rich; from the sound of it they were _the_ richest family in town here, so having their son enrolled in Blackwell Academy would undoubtedly come alongside rather large 'donations' to ensure a spotless record. How corrupt.

"Then…then he left. I ran out here wondering what to do. Are you going to bust him?"

The Professor almost smiled at Max's naïveté; almost admiring her for pressing on despite the Principal clearly throwing a metaphorical wall in front of her,

"This is a serious charge. I'll look into the matter personally," The Principal said rather unconvincingly, prompting the Timelord to shake his head as he fixed his tie.

"Oh I don't think so…" The Timelord muttered loudly, interrupting the Principal as he walked out from the corner he'd been behind, standing a mere two meters from Max and the Principal – startling both with his entrance and causing the Principal to take a step back in alarm as he turned to face him, "I will."

The Principal seemed to display half a dozen emotions – many negative – towards the Timelord's interruption; he took several steps towards the Timelord, "Excuse me?" He asked, looking bewildered as the Timelord maintained eye contact and didn't even so much as take a step back as the Principal advanced, "Who do you think you are, Richard Lester?" The Principal pointed a finger at the Timelord, "I am the Principal of this Academy and so I alone will deal with disciplinary actions relating with my students."

The Professor hid a smile at the Principal's meagre attempt to get a leg up in the conversation; he quickly glanced over the man's appearance before he responded. The smell of alcohol was somewhat noticeable in the man's breath, something that the Professor hadn't quite paid attention to before, and small stains on the man's tie and shirt hinted that the Principal may have been drinking when the fire alarm went off, spilling some of the beverage on himself in surprise before going outside – the Timelord even went as far as to wager that the man hadn't even realised he'd spilt the drink on himself.

"Being the Principal of this Academy is reason enough why you should let me look into it," The Professor retorted as he crossed his arms, "If I've understood this situation correctly; the dilemma with Nathan Prescott is one you in particular would have a serious conflict of interest with."

"What are you suggesting Mr Lester!?" The Principal asked as he raised his voice; the Timelord couldn't help but notice that the man's tone was quickly turning hostile – how adorable, "That I'm some kind of crook!?"

The Timelord cocked his head, "Oh don't play me for a fool, Wells," he replied with a small chuckle, "I know all about the happenings that take place in little towns like this one, rich families dumping cash on the desks of local Principals to ensure pristine records…good grades…that kind of thing…"

"I-what!? I can't believe you're even suggesting this!" The Principal restrained a shout as he stepped back; turning to face Max, who stood a few meters behind him and looked like she was trying very hard to stop herself from smiling – something the Principal didn't even seem to notice as he tried to retain his composure, "Miss Caulfield, go outside with the rest of your class. Now. We'll continue this discussion after I've dealt with Mr Lester here."

 _Oh I wouldn't get your hopes up buddy, I was just leaving._

The Professor smiled as Max turned on her heels and quickly left the two alone by the main entrance. The Professor made a mental note to have a word with her later.

The Principal turned to face the Timelord as the door closed behind Max and opened his mouth to shout at the man only for the Professor to cut across him with a stark warning.

"Now Principal Wells. If you so much as try to take action on this matter without my prior consent to do so, I will have the State's head of education drive down here and drag your ass out of Blackwell Academy for drinking on duty while on campus grounds – I'm sure that's a wonderful example for your students to follow. Not to mention harassing students and let's not forget: taking bribes," The Professor smiled as he patted Principal Wells on the shoulder and walked past him towards the exit, "And who knows? I may even slip educational fraud into my complaint," The Professor stopped by the doors and looked back at Wells; who looked ready to explode by this point, "Now I don't know about your résumé, but I doubt even one as suspiciously clean as Mr Prescott's would hold up very long against that. Do you?"

While Wells seemed to get the Professor's message, he took another step towards the Timelord and managed to ask a single question despite his mounting anger, "Do you even have proof of these ludicrous accusations!?"

The Professor merely smiled at the question, "Oh don't worry. I'm sure I'll find some," he paused as he half opened the door before nodding at the Principal and smiling, "Your shirt would be a good place to start," The Professor walked outside as he finished his remark, leaving Wells alone to vent.

 **Author's Sidenotes: A slightly smaller chapter for a change just to get the ball rolling towards the main bulk of Act 1. The next chapter should be uploaded on Monday at some point. As always, if you like the story so far please favourite and/or follow. Feel free to leave reviews for the story that offer either constructive criticism on how I can improve aspects of the characters and such or just general feedback.**


	4. Time to Think

**Chapter 3 – "Time to Think" –** **Blackwell Academy, Arcadia Bay, Oregon, United States of America – 4:19 PM Local Time, 7** **th** **October 2013**

Max couldn't help but smile as she closed the door behind her and took a look around the plaza, who was that guy that had stepped in? She'd heard the Principal toss the name 'Richard Lester' around when he'd turned away from her to berate the man - maybe that was his name.

Man; that was the maddest she'd ever seen Principal Wells. She'd intended to rewind if things had gotten outta hand but it looked the man had taken the Principal head on without even breaking a sweat – something she'd never be able to work up the courage to do even with her newfound power.

 _Wowzer. What a badass_. Max awed as she walked across the plaza to find a place to clear her head and think through the bizzaro day she'd had so far. Everything was moving far too quickly for her to take in properly; from the insane experience she'd had in Mr Jefferson's class to using her power to save a girl from being shot!

Max wandered her way over to a tree in front of the Academy's swimming pool and sat down, brushing a few stray strands of hair aside with a sigh. The sun was starting its final descent towards the horizon; casting golden rays across the plaza as it started to dip below the taller trees in the forest. Max relaxed and let her head droop back against the tree she was leaning on as she let her mind start to wonder.

 _I can't believe today so far. It still feels like a dream that I could wake up from at any moment…But if it isn't a dream then what am I even supposed to do with this power? I should be careful how I use it though…There has to be a consequence or two for me saving that girl's life in the bathroom._

Max looked ahead towards the carpark, _I suppose it wouldn't hurt to change things every now and again come to think of it. Especially using my power to help people…_

Max sighed as she fixed her hair again, _And I thought I was an outsider here before…whatever happened to this being the best years of my life? I've never felt lonelier or ever been as alone as I am now._

Her thoughts were interrupted by a text alert from her phone; she quickly pulled it out of her pocket and scrolled through it to find the new text.

 _It's from Warren; I should probably respond soon before he blows my phone up…_

Max read over Warren's text quickly as she stood up, steadying herself on her feet by bracing herself against the tree before she replied. Warren wanted her to grab his flash drive from her room and meet him in the car park. She sent her reply and began walking back to the Academy dorms; it had been nice of Warren to let her borrow his flash drive for a while, he'd had a ton of good movies on it that she'd spent considerable time pouring over.

On her way back to her dorm room, Max stopped by the plaza's fountain as she looked at the statue in the centre of it and smiled; the full portrait statue of Jeremiah Blackwell surrounded by the reflected rays of the fountain which danced across the bronze workings of the aging statue was certainly a nice image. She quickly removed her camera and found a good angle of Jeremiah's bronze features looking into the distance with the school behind him; she really couldn't do much about the birds on the statue's head though.

"Max Caulfield?" a voice with a noticeably Scottish accent asked from Max's left, startling her as she almost jumped in surprise, dropping her camera as she gasped.

To the person's credit, he caught the camera before Max's brain had even registered that she had even realised she'd dropped it, "Whoa there!" The man almost laughed as he handed the camera back to her – it was then that Max saw the man's face, he was Richard Lester; the man who had argued with Principal Wells earlier, "Sorry," Richard laughed again, "I didn't mean to startle you."

"N-no. It's fine," Max replied weakly as she took the camera in hand and took a calming breath, "I just didn't see you, that's all."

"Well you did look pretty caught up in," Richard began as he looked at the camera in Max's hands with a perplexed look and then at the statue, "Whatever you were doing…what _were_ you doing?"

Max blushed slightly as she looked at her camera and back at Richard, "Taking photos…"

"Photos?" Richard asked as he looked at the camera as he began looking somewhat excited, " _No way_ …Let me see…" The man held out his hand slightly and smiled as Max passed him back the camera.

"Hmm…" Richard paused as he fumbled with the camera, after a few seconds the flash went off; making Max cringe as Richard wasted film taking an _absolutely riveting_ picture of the ground, "Ah! There we go!" Max sighed at the man as she crossed her arms and shifted on her feet, "Instant film? _Instant film_! Gawh!" Richard gawped at the camera and then back at Max; who seemed rather off put by Richard's behaviour, "I haven't seen instant film in _years_ …"

"Can I have my camera back, please?" She asked as the picture printed from the front of her camera and wafted in the cool breeze, she swore that the wasted ink was mocking her.

"Oh…sure," Richard sighed as he looked somewhat sad at the request, "Sorry…" He handed the camera back and looked at the ground as he put his hands in his pockets, "The name's Richard Lester by the way…Private Investigator…"

"You sure don't _act_ like a Private Investigator…" Max replied as she took a step back, there was something about Richard's eyes that put her off; she couldn't pin down what it was about them though.

"Yeah well sue me," Richard shrugged as he crossed his arms and relaxed, "I'd rather have a little fun while I do my job; I get paid to solve things; not act old and boring."

"What was that about with Principal Wells?" Max asked as she nodded back towards the doors, "I've never seen him so mad."

"Apparently the man doesn't realise that I can do two jobs at once," Richard replied with a disgruntled shrug.

"It sounded like a lot more than that," Max pried as she regained her mental composure and looked Richard in the eyes again, still unable to pin down what it was about them that was spooking her, "You were throwing some pretty serious shit at him."

Richard smiled, "Well I do like to get people's attention…" he chuckled for a moment before his face grew serious, "But his reaction gives me the feeling that something bad is going here…I may need to look into it further once I've progressed with my investigation into Rachel Amber's disappearance-"

"Wait. You're here to look for Rachel?" Max interrupted Richard mid-sentence, the man giving her an impatient look as he was forced to switch topic.

"Yes…" Richard muttered as he cleared his throat and looked back at the Academy's main building, "You wouldn't happen to know anything that I could use would you?"

"Not really," Max answered truthfully as she looked at the ground in thought, "She was reported missing a few months before I even turned up to study here…her missing posters are everywhere though…"

"So I've noticed…" Richard agreed as he looked over his shoulder at the poster-covered bulletin board a few meters behind him, "That's how I became aware of her disappearance…just passing through town when I noticed the posters _everywhere_ …"

"I wish you luck in your investigation Mr Lester," Max smiled as he turned back around to face her, "I really hope you find her…"

"As do I, Miss Caulfield," Richard replied with a somewhat distant look as he rubbed the back of his head and squinted to keep the sun out of his eyes, "Clearly she has people not quite ready to give up on her just yet…"

Max was silent for a few seconds as she glanced towards the dorms on the other side of the campus, "Listen…I need to go and get something for a friend…we can talk later though if you want."

"Oh, sure," Richard affirmed as he stepped out of Max's way and put his hands in his pockets, "Go right on ahead. I'll need to talk to you about what happened in the bathroom next time we speak though…"

"That's no problem," Max smiled as she went to put her camera in her bag, "Wait. Mr Lester?"

"Yes?" Richard raised an eyebrow at Max as he crossed his arms again.

"I was…erm-just wondering if I could…uh…get your picture…for a class competition I'm doing," Max inwardly sighed as the question came out like a train wreck, somehow managing to make Max's question even more awkward.

"The Everyday Heroes competition?" Richard asked as his hands slipped back into his pockets, "I was talking to Mr Jefferson earlier and he brought it up…" The man went on after he'd answered a question Max hadn't even been able to ask, "Look Max," Richard's voice grew quiet as his shoulders sagged, as he seemed to grow distant again despite his attempts to hide it, "I'm not a hero…I'm just…doing my job…"

"Which is why you'd be perfect!" Max continued as Richard's protests fell on deaf ears, "You do your work every day and help people without any desire for personal fame or reward…"

"Max, listen, you don't under-" Richard tried to retort before he gave up with a meagre sigh, " _Very well_ …Just one picture?"

* * *

Principal Wells turned from his office window to face David Madsen, who was standing on the other side of Wells' desk, and put down his half-empty whiskey glass on his desk.

"Mr Madsen," Wells began after a small sigh, "Thank you for coming. There's something you can do for me, if you don't mind doing it that is."

Madsen met Wells' eyes and nodded, "So long as it keeps the kids here safe I'll do whatever you think is necessary…"

"Very good Madsen, please take a seat," Wells continued as he offered Madsen a drink, which Madsen respectfully declined with a brief gesture, "It's regarding the new arrival – Richard Lester – you met him yet?"

"Not that I can recall, who is he?" Madsen asked as he sat down, "I haven't had a chance to speak with him yet…"

"Be thankful for that Mr Madsen…" Wells sighed as he sat down in his chair and sighed, "The man's definitely not from around here and I've never met someone as arrogant and cocky as he is in my life…"

"I hope you didn't call me here to give me a personal briefing on him," Madsen half chuckled as he sat back in his seat, "I should be out patrolling the campus grounds…"

"I understand, Mr Madsen, but hear me out," Wells interrupted as he lightly tapped his desk, "The man's a British private investigator of Scottish origin – supposedly anyway," Wells sighed; he never got a good look at the man's credentials but what he had seen looked genuine, "He just popped up out of nowhere a few minutes before the fire alarm went off."

"A private investigator? Is he even allowed to be on campus without a warrant of sorts?" Madsen asked as he raised an eyebrow and began taking mental notes.

"He never gave me the chance to ask him if he had one," Wells sighed as he recalled the brief chat with the man, "He just babbled on about being here to look for Miss Amber-"

"I thought that case was closed…" Madsen frowned as he listened to Wells' account.

"So did I…" Wells replied before he continued, "His ID seemed legitimate…he was some kind of…independent contractor…"

"I can tell you from experience that private contractors are bad news…" Madsen added as he scratched his forehead, "They have no regard for anyone – people or otherwise – between them and their next paycheck…"

"If that's true Madsen," Wells paused as he processed Madsen's input, "I want you to keep tabs on him; find out where he's set up in town…where he came from and who hired him…I won't tolerate any possible threats to the students I am responsible for…"

"I get you, Wells," Madsen acknowledged as he rubbed his chin and thought about the Principal's points, they sure were a cause for concern but he seemed a little on-edge, "I'll start digging and report what I find…"

"Thank you, Mr Madsen," Wells nodded courteously as Madsen stood up, "Also; if you find Mr Prescott could you inform him that I'd like to see him immediately?"

"Sure thing, Wells," Madsen affirmed before he left the room.

Wells stood up again and picked up his whiskey glass before returning to the window, sipping at it as he considered just who this Richard Lester was and why he was so keen to take the incident with Nathan Prescott off his hands…

 **Author's Sidenotes: And that concludes Chapter 3; as always if you're liking the story then please favourite and/or follow and leave a review telling me your thoughts on the story thus far. Expect Chapter 4 to be uploaded sometime on Friday.**


	5. Observational Interference

**Chapter 4 – "Observational Interference" –** **Blackwell Academy, Arcadia Bay, Oregon, United States of America – 4:28 PM Local Time, 7** **th** **October 2013**

From what Max could tell, the dormitory courtyard was mostly empty with just a few people scattered across it. She scratched her arm slowly as she thought over the conversation she'd had with Richard before he'd suddenly left the campus.

 _He sure didn't seem like your typical private investigator…I do hope he finds Rachel though…_

Max shook her head and sighed; today had been the very definition of bizarro; from saving that girl in the bathroom with her newfound power to encountering one of the strangest men she'd ever met. Still, she felt like she'd made a difference today, signing Ms Grant's petition had only added to her feeling of being worth something – and well, using her rewind power to get a good word in with Brooke couldn't go amiss.

 _All I need to do is grab Warren's flash drive from my dorm – oh great._

Max inwardly sighed as she spotted Victoria and her pet-groupies, Taylor and Courtney, sitting directly on the steps, completely blocking her only entrance into the dorms.

 _Figures…of course she'd want a word with me after I stole her answer in class – not that she'd know of course…I better go see what she wants…_

Inwardly sighing, Max set off on a direct path towards Victoria; it didn't really help Max's feelings when she overheard trickles of insults directed at her as she approached.

"Oh look," Max heard Victoria sneer as Max stopped in front of the stairs and held her arm by her side, "It's Max Caulfield; the selfie ho of Blackwell…"

"What do you want Victoria?" Max half sighed as Victoria stood up; why did someone who had everything have to be so fucking mean?

"What a lame gimmick," Victoria continued as she stood up, her tone reeking of her own sense of superiority, "Even Mark – Mr Jefferson – Falls for your waif hipster bullshit," Max scoffed inwardly, Victoria was so far up Ass-Kissing Valley that she acted like she actually knew the man; unawares of Max's thoughts however, Victoria continued as her tone grew mocking, "'The Daguerreian Process, Sir!' You could barely even say that. I guess you got your meds filled," Victoria sat down as both Taylor and Courtney laughed at Victoria's verbal jab, "Since you know all the answers, I guess you have to find another way into the dorm. We ain't moving."

As Max went to turn around to find another way into the dorms, Victoria called out again, "Oh wait! Hold that pose!" Although Max had a feeling about what Victoria was going to do, she never expected that Victoria would actually take her picture in such a bitchy way; "So original. Don't worry, Max, I'll put a vintage filter on it right before I post it all over social medias," Max rolled her eyes at Victoria's smug look as she finished with a final sneer, "Now, why don't you go fuck your selfie?"

 _Oh don't worry Victoria…I'll move your bony ass out of my way…_

Max had to admit, while Victoria's closing remark was pretty mean, it was somewhat funny. Still; she had to get past them to get into the dorms and get that flash drive.

 _There has to be something I can use here…I'll need to look around…_

* * *

The Professor was rarely mad, especially at humans – in fact this was a first. He shifted in his spot uncomfortably as he continued to observe Max's movements from afar as she went about her day. He had known that something about her was off from the moment he'd seen her in the corridor…but he could never have predicted _this_.

A human who could remember enough about previous rewinds to create paradoxes was bad enough. A human who was _actively_ _causing_ paradoxes was a whole new matter entirely.

The Professor's mind was still reeling from what he'd seen when he was halfway out of the Academy's main plaza; he hadn't truly believed his eyes when Max, seemingly after a bad conversation with a fellow student, merely held out her hand and stopped time before reversing it a few seconds into the past. What infuriated the Timelord even further was the fact that Max had immediately talked to the student again and seemed to use information she'd learned from the student in the future to influence their conversation in the past.

It was this act alone that had jolted the Timelord into action; he'd quickly backtracked around the Academy to the higher ground in front of the dorms – where he was currently sitting behind what seemed to be a mock-up of an American Indian totem and keeping a low profile as he conducted a series of background scans with the passive mode on his laser screwdriver.

The Professor's laser screwdriver was sleek yet simple in design; it, like many screwdrivers of Gallifreyan origin, was powered by an Artron energy crystal located more or less in the centre of the device. The casing of the screwdriver was primarily made of Dalekanium – mainly souvenirs he'd picked up during the Time War which gave the screwdriver a golden/silver colour as well as making it extremely durable. The tip of the screwdriver was dominated by a dark blue tinted focusing lens which was surrounded by three prongs; the prongs were used to identify the offensive sate the screwdriver was in – if the prongs were semi-extended then the screwdriver would only stun its target with an effect similar to a low energy Dalek weapon discharge, although repeated use on a single target would result in severe neural damage, however if the prongs were fully extended then the screwdriver fired a blast of energy akin to a fully charged Dalek gunstick; often with similar results. When the prongs were completely retracted, the screwdriver functioned very similarly to a sonic screwdriver, with various utilitarian functions being controlled by a dial on the hilt.

The Professor watched with growing unease as Max, after getting into a confrontation on the steps to the dorm rooms with Victoria, wandered around the dormitory courtyard for a minute or two before she disappeared into what looked like a storage room at the corner of the dormitory buildings. Mere seconds later the sprinklers on either side of the entrance steps kicked into life and spurted jets of water out at a rate that they really shouldn't have been at. The screams from Victoria and her friends reached his ears a few moments later, causing the Professor to sigh – what was Caulfield up to now?

The Professor saw Max's head emerge from the room as she looked at Victoria and her party try to get out of the way of the sprinklers, she remained there until someone who looked like an Academy janitor climbed a ladder close to the steps and hung up a paint can. Max then held out her hand, a gesture visible from even the Professor's position and almost instantly his screwdriver started beeping erratically and reported a massive fluctuation in space-time stability nearby – then everything that had happened over the course of the last few minutes played in reverse very quickly with several hushed and distorted sounds overlaying the scene; although the Professor struggled to understand what exactly they were saying.

 _Oh here we go…what the hell is she doing this time?_

The Professor's jaw slackened as Max quickly walked over to the paint can and while Victoria and her posse were distracted with something, bent down and tinkered with it for a few moments before quickly retreating away before the janitor noticed anything was amiss. The Professor's mouth slackened further until it was almost agape as Max activated the sprinklers again and merely waited by the storage room's entrance as the janitor climbed the ladder once more. To the Professor's continued disbelief, the paint can fell from where the janitor had hung it and splattered all over the ground and over Victoria; who's screams of both disbelief and anger reached him not too long after the paint can fell. The Professor shook his head slowly as his mouth refused to close; Max had caused yet another paradox with this stunt and the Professor doubted that she'd stop here.

 _You have got to be kidding me…_

* * *

 _It worked! Don't mess with Max, bitches!_

Max's smile grew wider as she watched Victoria freak out now that her cashmere coat was completely ruined, but she had to admit; while getting payback had satisfied the part of her that wanted to get one victory against the snake Victoria, it had left her feeling guilty – she would never have been able to get Victoria out of her way if she didn't have her power.

Now that she thought about it, the same was true with her conversation with Brooke. Max frowned, was she using this newfound power in the right way?

Shrugging the thought off, Max wandered back to the steps as Victoria's friends vanished into the dormitory in search of towels; this was as good of an opportunity to enter if there ever was one. As she approached, Max couldn't help but notice that Victoria was making a painfully obvious attempt to avoid eye contact with her as she approached her, causing Max to inwardly sigh as she stopped at the bottom of the steps.

"Uh…hey, Victoria…" Max forced a smile as she tried to get Victoria's attention.

"What do _you_ want, Max?" Victoria almost hissed at her as the two made eye contact, she seemed to restrain herself from speaking her mind as Max continued.

"I am sorry. That's an awesome cashmere coat…"

"It was. But there will be another."

 _Damn it, Victoria. Can you at least act likeable for two seconds?_

"Well, you always seem to know how to pick the right outfits." Max went on as she wrung her hands together and shifted on the spot.

"I do have some talent. Mr. Jefferson told me –"

Max cut across Victoria before she could change the subject; borderline wanting to bite her own tongue off at what she was saying, "I've seen your pictures. You have a great eye, Richard Avedon-esque."

Victoria paused and looked at Max again as her features softened, "He's one of my heroes…Thanks Max," The two shared a small smile before Victoria looked over her shoulder at the dormitory entrance behind her, "I hope those sluts get me a towel before they hang a sign on me," Victoria looked back at Max and remained silent for a few moments before speaking again, "You deserve a better shot. Sorry about blocking you and…and the 'go fuck your selfie'."

"That was mean…" Max smiled as Victoria seemed to delete the photo, "But pretty funny."

"Just one of those days, you know?"

"I know exactly what you mean, Victoria," Max agreed to a far greater extent than what Victoria was referring, "I'll see you later."

"Au revoir" Victoria replied as she edged herself to one side of the steps to let Max past.

 _Victoria probably played me. I should have played her…Should I rewind and try something else?_

Deciding against it, Max climbed the steps and opened the door, taking one last glance at the courtyard before entering the dorms.

* * *

The Professor watched as Max disappeared into the dormitory, rolling onto his back as a beep from his screwdriver alerted him that another background scan had finished. The Timelord scrutinised the results that his screwdriver displayed like a hawk as he read over each section of the scan intensely.

There was something had appeared in the scan since Max's last rewind, almost like background interference, the Professor looked at the new reading with a frown. There was a strange regularity to the new interference; it was like a repeating pattern that looped after several scanning cycles. Intrigued, the Professor looked at the interference again but after a few moments he determined that he would require the TARDIS' computers to find anything of use within the interference's pattern.

The Professor stood up and began backtracking his way along the treeline, keeping a low profile as he darted between the dozen or so trees that were present to offer him shelter from view. The Professor paused and halted beside a tree; pulling out his screwdriver again as another idea hatched in his head. Several seconds later, a long string of Gallifreyan text scrolled across the display on the screwdriver as the Professor isolated the new interference from the rest of the scan.

"Oh… _what are you_?" The Timelord muttered as he read over the results again, a look of growing concern on his face as he quickly became enthralled in the results of the scan; the Professor was actually so intrigued by the results that he didn't see Max looking through her dorm window.

The Professor hadn't realised that while his current shelter did hide him from view; it only did so to those currently in the courtyard (which was a few feet lower than the ground where the Professor's shelter was), so to anyone in a higher position than that – such as Max's viewpoint from her dorm room – he was clearly visible.

Upon feeling that he was being watched, the Professor turned to face the dormitory building and froze when he saw Max staring at him through a window. Max vanished from view once the two of them made eye contact, even from where he stood, the Timelord noticed the look of unease on Max's face before she'd taken a step back from the window – great, he'd spooked her already…

 _Well…This complicates things…_

The Timelord quickly turned and pocketed the screwdriver; he made a high-priority mental note to get back to the TARDIS and run through the results of the scan in greater detail once he'd wrapped things up at the Academy. Whatever this interference was, the Professor couldn't help but suspect that it was strongly linked to the paradoxes that Max Caulfield was carelessly creating.

 **Author's sidenotes: And that concludes Chapter 4. There will be a short interruption to my usual upload schedule as I will be away from my computer for the next week and as such will be unable to write; uploads will begin again once I've returned however. As always favourite and/or follow this story if you're liking it so far and please review with feedback!**


	6. Two Steps Ahead

**Chapter 5 – "Two Steps Ahead" –** **Blackwell Academy, Arcadia Bay, Oregon, United States of America – 4:39 PM Local Time, 7** **th** **October 2013**

Max sighed as she put down the sticky note that Dana had left her; now she had to get the flash drive from Dana's room. She took a step back from her desk and rubbed her forehead before wandering over to the window and glancing out of it. Logan and Chad were still in the middle of their game of catch – or whatever it was that they were doing.

 _If I'm not looking through a viewfinder; I'm looking through a window. Always looking…_

Max's eyes drifted over the courtyard further, to her dismay she hadn't noticed Kate sitting alone on a bench at the edge of the courtyard.

 _I should probably talk to Kate soon…see what this video is all abo-Wait. Who is that?_

Max looked at a lone figure who was standing beside a tree; the man was facing away from her so she couldn't make out who it was. A few seconds later, the man ominously turned around – as if he'd known exactly where Max was standing – and looked her directly in the eyes. Max froze in place for a moment; what was Richard Lester doing here!? He'd said that he was leaving!

Max gasped as she regained control of her senses and took a step back from the window, still not quite believing her eyes.

 _What the hell is he doing here!? I thought he'd left!_

She took another step back, suddenly feeling very uncomfortable with the situation. Why was he just standing there? And why did he look so shocked when she'd seen him?

Max rubbed her head and took a deep breath; today seemed to be throwing a seemingly never ending number of questions at her and expecting an answer for each one.

 _Okay, Max…Let's just get Warren's flash drive and we'll think this crazy fucking day through later…_

Max wandered around her room for a few minutes as she tried to clear her head for now; glancing over photos and playing a quick song on her guitar before finally walking back over to the window and watering Lisa – the plant that her parents had given her – before leaving to speak to Dana.

* * *

"Mind if I join you?" The Professor smiled as he approached a female student who had been sitting alone on a bench at the edge of the courtyard. He'd spent a good five minutes backtracking to the main road and then wandering back to the courtyard of dormitories so to avoid suspicion.

"I'd prefer to be alone," The girl replied as she didn't her head to speak to the Professor; her voice was quiet and distant, as though she was holding back tears, "If you don't mind…"

"Oh. Nonsense!" The Professor continued to smile as he sat down beside the girl; somewhat concerned by her detached body language, "Why would you want such a thing?"

"Please, I'd like to –" The girl stopped mid-sentence as she looked at the Professor, her face seemed to lighten up slightly, "Oh you're that man who was speaking to Mr. Jefferson earlier…How are you feeling?"

"I don't follow…" The Professor raised an eyebrow at the girl as he sat back on the bench, why had no-one tried to talk to this girl yet?

"You…looked in pain when the fire alarm went off…" The girl answered as she looked at the Timelord again her voice becoming distant again.

"Ah yes," The Professor continued with a chuckle, "I'm…not really a fan of sudden loud noises…" He looked at the girl, "What's your name?"

The girl hesitated for a moment as she scratched her arm nervously, "Kate…Marsh…Not that it matters really…"

"That's a nice name…" The Timelord complimented as he sat forward on the bench with a sigh, he turned to face Kate; his voice quiet as he spoke, "You seem down…What's wrong, Kate?"

"I'd prefer not to talk about it…" Kate replied quickly as she looked away from him, causing the Professor to look at the ground slowly; his face one of regret.

His screwdriver beeped again several times, causing the Professor's eyes to widen in alarm as he noticed everything come to a complete halt again.

The Professor inwardly sighed in frustration as the rewind happened; _Caulfield…Really!?Again!?_

The Professor looked back at Kate sympathetically as she started talking in reverse for a few seconds before continuing once more as if nothing had happened.

 _These people have absolutely no idea what's happening here…do they?_

"You looked in pain when the fire alarm went off…" Kate repeated as her voice became distant once more.

"Ah yes," The Professor laughed again as he rubbed his forehead, "I'm not really a fan of loud noises…" The Professor paused for a moment as an idea came to him; without thinking, he continued, "Is something bothering you, Kate?"

"I'd prefer not to talk about it…" Kate muttered as she looked away from the Timelord, she paused for a moment before looking back at him, "Wait…How do you know my name?"

"I was talking with Mr. Jefferson again," The Professor lied, he felt truly sorry for Kate; she was definitely going through a hard time and it seemed like she was alone in dealing with it.  
The Professor paused for a moment as Kate looked at him, "He seemed concerned about you, Kate…This sounds like something that you need to talk with someone about…"

"Please…I'd rather not…" Kate looked away again as her lip quivered; the Timelord inwardly sighed and decided not to pry any further.

"I understand…" The Professor finally said with a small understanding nod, "If you ever need to talk-"

"I need to go…" Kate cut across him and stood up, startling the Timelord with the suddenness of her departure.

"Wait!" The Timelord shouted a little louder than he'd intended to, catching a few glances from other students in the courtyard, "Could we walk and talk? I'd like to ask you a few questions…"

"W-what about?" Kate asked in between sniffles as she stopped and turned towards the Professor, who was now more-or-less standing beside her.

"A student here…" The Professor answered truthfully as he started walking beside Kate towards the main plaza, "Max Caulfield…"

* * *

David Madsen remained crouched in his concealed position behind a small bush with his camera; it looked like Wells had been right about this 'Richard Lester', he was definitely up to something. Ever since he'd dropped Prescott off at Wells' office, Madsen had observed the man wandering around the campus for minutes at a time; what concerned Madsen however, was when Lester had walked off to a small outcrop of trees which overlooked the student dormitories for a good ten minutes before he returned and struck up a conversation with Kate Marsh after another wander around the campus.

Madsen groaned as the two continued to talk, clearly Richard was getting valuable information from Marsh – information that Madsen needed. David sighed with contempt for Richard as he took another photo, but deep down he was thankful, there was no way that Marsh could deny any knowledge now – and for that he thanked Lester; despite how creepy it had been that the man had overlooked the student dorms for a good ten minutes.

 _This only serves to confirm my suspicions that Marsh is hiding something…She has to know more than what she's letting on…_

Madsen took several more pictures of Richard and Kate speaking before he thought about changing his position when it looked like Kate Marsh was leaving; much to Madsen's surprise however, Lester managed to keep Marsh talking for another few minutes as he walked alongside her before he looked back in the direction of the student dormitories. Lester seemed to then abruptly end the conversation he was having with Marsh and began quickly walking towards the main Academy plaza.

David watched Richard walk for a good ten meters before he got to his feet; stashing the camera as he did so, and walked over to the stairs that connected the dormitory section of the campus to the main plaza before waiting at the top of the steps for the man to arrive.

"Mr. Lester!" David shouted as Richard came into view, "I'd like to have a word with you, now."

"Sure, why not?" Richard smiled at David as he climbed the steps to meet him; he could see now why Wells' was so infuriated by the man, even from here Madsen could almost smell the man's confidence, "I have all the time in the world at this point…although I would appreciate it if we could make this quick…"

* * *

Max stopped at the door to the dormitory staircase with Warren's flash drive in hand as her phone's text alert went off. Pausing for a few moments as she took her phone out of her schoolbag and pocketed the flash drive, Max read over the text – she'd had a feeling that it would be from Warren.

 _I don't mind waiting out here forever.  
I love this parking lot.  
I can count all the cars…_

Max read over the text and laughed inwardly; Warren was such a goofball – although he was a likeable one. Max opened the door leading to the stairwell with one hand as she replied to Warren's text with the other.

 _The more I txt the longer I take._

 _On my way._

Upon seeing Warren's acknowledgement to her reply; Max slipped her phone back into her schoolbag and walked through the door, closing it carefully behind her before she started walking down the staircase. Max still couldn't fully believe what her powers were capable of; the possibilities that faced her seemed endless.

 _I need to be careful with this power though…who knows what could happen if I misuse it?_

Max was quickly at the bottom of the staircase and was halfway along her train of thought in regards to the conversation that she and Dana had held a few minutes ago when she halted in her tracks a mere meter from the door.

 _There he is again! What's he doing? Talking to Kate? Why?_

Max gasped when she saw Richard Lester walking more-or-less side by side with Kate Marsh as the two slowly walked towards the Academy plaza; seemingly in the middle of a conversation. Max calmed herself quickly before peeking out of the door and watching the two of them disappear as they continued to walk up the path.

 _This is seriously bizarro…what's he doing?_

Max let out a low sigh before taking a step outside and closing the door behind her, taking another look over the now practically empty courtyard before walking down the steps. A sharp cry of pain drew Max's attention to Allyssa, who had been sitting on a nearby bench and was now clutching her head in pain after being struck by a rogue football which had been thrown by Zachary.

"Ow! That hurt!" Allyssa cried out as the ball bounced a few more times before coming to a halt close to where Max was standing.

 _Damn, I better rewind…_

Max steadied herself, concentrated and then held out her hand. Everything before her seemed to blur as it came to a standstill; a noticeable pressure building in her head as the events of the last few moments quickly played in reverse. Max's vision focused again a few moments later as she lowered her hand and let time resume its usual forward progression, she shook her head quickly to completely clear her vision before quickly walking towards Allyssa.

"Allyssa! Move your head!" Max warned as she eyed Zachary's movements.

"If you insist Max…" Allyssa replied quietly as she shifted her position on the bench to the side.

A split second later, Zachary cursed and threw the football at the ground; causing it to bounce several times before flying straight past Allyssa's head and careening straight into a window, which promptly shattered from the impact.

 _Now that's what I'm talking about! I actually helped somebody!_

"Max," Allyssa began as Max turned to face her, "That was…awesome. Thank you!"

"No problem," Max smiled as she quickly fixed a few stray strands of hair, "You have quick reflexes."

"Years of mad dodging skills," Allyssa continued as she put her book down on her lap, "Bullies never change."

Max nodded in agreement, "That's why you're better off."

"You're smart. We should hang out more…" Allyssa went on as she picked up her book again, "Now I have to finish this stupid book."

As Allyssa started reading her book again, Max heard her phone's text alert go off. Letting off a sigh as she reached into her bag to retrieve her phone, Max was somewhat surprised to see that it was Victoria. She was less surprised with the content of said text as she rolled her eyes after reading it.

 _BTW THANX BUT WERE NOT FRIENDS_

Max didn't bother replying; instead she merely sighed and started to walk back in the direction of the campus plaza to meet Warren in the car park. Max slowed down her pace as she heard Madsen's voice shouting from somewhere ahead of her.

"Wait there, Lester! I'll have another word with you in a second and then I don't want to see you back on this campus again!" Madsen continued to shout as Max peeked around a corner; Madsen was walking towards Kate, who took a step back as he approached and Lester was standing at the top of the steps, looking increasingly frustrated with the situation, "And Ms Marsh? What are you hiding?" Kate flinched as Madsen approached, "Don't think I'm blind. I see everything here at Blackwell. Do you understand what I'm saying?"

"N-no," Kate whimpered as she took several steps back, "And leave me alone!"

Max paused for a moment, she couldn't let Madsen bully Kate like this; making her mind up, she stepped out from behind the wall, "Hey, what don't you leave her alone!?"

"Excuse us," Madsen turned to face Max; clearly angry at her interruption, "This is official campus business-"

"Excuse me, you shouldn't be yelling at students," Max cut across him as she took another step forwards; at the corner of her eye, Max saw Lester vanish from the top of the stairs – clearly using her interruption as reason enough to leave, undeterred by this fact however, Max took another step forward, "Or bullying them."

"Hey, hey!" Madsen countered as he went on the defensive; taking a step back before he continued, "Nobody is bullying anybody," he looked at Kate for a moment but the two of them avoided eye contact, "I'm doing my job."

"No," Max pressed on as she crossed her arms, "You're not. What you should be doing is keeping an eye on creepy private investigators, not preying on students!"

"You're part of the problem, missy," Madsen almost hissed as he took a step towards Max, his tone intensifying as he continued, "I will-" Madsen paused mid-sentence and looked over his shoulder, his eyes widening before he took off in a run up the stairs after the missing private investigator, "Lester! Get back here!"

Max inwardly let out a sigh of relief as Madsen ran off to chase Lester; _that went better than expected…_

"Oh, Max," Kate smiled as the two of them briefly held hands, "That was great. I think you scared him for once…" Kate looked back in the direction of the stairs quickly, "I have to go, but thank you. It means a lot."

Max timidly smiled in return as Kate stepped back and turned to leave, "Anytime, Kate."

"Wait," Kate stopped mid-step and turned to face her, "Max?"

"Yes, Kate?" Max asked as she raised an eyebrow slightly.

"That Investigator, Richard Lester?" Kate continued as she looked over her shoulder at the stairs again, "He was…asking a lot of questions about you…"

"Like what?" Max took a step back, suddenly feeling uncomfortable again.

"When you turned up at Blackwell…what classes you're in…stuff like that…" Kate replied quickly as she slowly wrung her hands together, "I'd be careful around him Max…"

"Thanks for the heads up, Kate…" Max added appreciatively, Kate nodded in response and walked off; leaving Max alone to think.

 _What the hell is going on? This is so not cool, Richard…_

Max inwardly sighed again before walking in the direction of the stairs to head for the car park and give Warren his flash drive. It had been the definition of a bizarro day so far; being able to rewind time, saving a girl from getting shot and now she was being stalked by a private investigator.

 _Today can't get any crazier…_

 _Right?_

 **Author's Sidenotes: And that's the end of Chapter 5. Regular updates will continue at their usual time (Monday/Fridays) - Expect the next chapter to be uploaded on Friday however. As always, if you're liking the story thus far please leave a review with feedback and follow/favourite this fic.**

 **Deity** **\- Thanks for pointing out that spelling error with Principle/Principal, I'll be sure to fix that quickly! However, I should point out that the Professor is my own OC and not an earlier incarceration of the Doctor; I am glad to see that you are enjoying the story though.**


	7. Shadows and Memories

**Chapter 6 – "Shadows and Memories" –** **Blackwell Academy, Arcadia Bay, Oregon, United States of America – 5:12 PM Local Time, 7** **th** **October 2013**

The Professor looked over his shoulder and smirked as he walked away from the top of the stairs at an ever-quickening pace. While he felt sorry to have left Kate behind with that ass-hat Madsen, this was his only opportunity to get back to his TARDIS relatively unnoticed.

The Academy's plaza had emptied significantly since his initial wanderings; with only the occasional trickle of students emerging from the various campus buildings as they completed after class activities. The Timelord slipped his hands into his pockets as he walked, glancing at the slightly reddening sky overhead as thoughts of Gallifrey sauntered through his mind once more.

These memories were peaceful and for the most part, simple yet powerful images. The Professor remembered standing close to the Citadel of the Timelords and watching the second Gallifreyan sun rising in the south, making the mountains shine a vibrant gold as the sun's rays caught on the silver leaves of the trees which covered the slopes of the mountains. He sighed: that memory was eons old now, before everything had changed.

Before the war.

He passed the fountain in the plaza again as he walked in the direction of the car park. He was making a small detour to ensure that he lost Madsen in the event that the man gave chase. Despite his focused approach, the Professor's mind was noticeably distant; lingering in the past when he once held a position of importance – but not for long.

The Professor's mind was snapped back to the present at the sound of a shout – Madsen's voice. Shaking his head quickly to clear his mind, the Timelord took off into a jog and headed in the direction of the swimming pool. The Timelord vaulted over a small rope fence around the fountain before taking off at full speed towards the double doors of the swimming pool. He inwardly laughed as he heard Madsen shout again.

 _Well come on then, Madsen. Do try to keep up…_

The Professor reached the doors of the swimming pool fairly quickly; almost knocking a student who was in his way off their feet. He paused in front of the glass windowed main doors briefly, rubbing his shoes on the concrete quickly to clean a clingy patch of mud he'd picked up thanks to his quick jogging session. His right hand fumbled in his pocket for his laser screwdriver as he glanced back at Madsen, who was at the fountain by now, before pressing open the doors and running into the entrance corridor, closing another set of doors behind him as he expertly scanned over the corridor for an escape route.

The Timelord's eyes caught sight of the door to the lifeguard's office dead ahead of him; he crossed the distance in a matter of seconds only to find it locked. Time seemed to slow down for the Professor as he extended his screwdriver hand and set the device to passive mode, his left hand promptly altered the dial at the hilt of the screwdriver. With a swift hand motion, the Professor activated the screwdriver as he heard the first series of doors open with a slam behind him, the low pitched _whir_ of the screwdriver almost instantly resulted in a satisfying _click_ from the office door as it unlocked.

Running inside the room, the Timelord immediately locked the door behind him as he heard Madsen's footsteps abruptly end on the other side of the door. He mockingly looked at Madsen through the door's window as the security guard glared at him furiously.

"I thought this door was locked!" The Timelord heard Madsen's slightly muffled grumble as he pulled his keys out of his pockets.

"Oh, it was…but…I did find some spare keys lying around…" The Professor replied as he looked over his shoulder at the locked door behind him which led to the swimming pool proper, he shot Madsen – who was furious at this point – a smug grin before jogging over to the other door.

The Professor kept his screwdriver out of sight from Madsen as he unlocked the next door before running to the right; following the boundaries of the swimming pool as he eyed the exit by the corner of the large room. That was when he had a cunning plan.

The Professor glanced at the door which, if he guessed correctly, joined the male changing room to the swimming pool. A coy smiled dashed across the Timelord's face as he quickly walked over the door and unlocked it; the sound of Madsen's frustrated voice becoming increasingly louder as he had most likely unlocked the office door by now. The Timelord crouched just inside the changing room and turned to face the exit door as he heard Madsen open the second office door.

The Professor activated the screwdriver again, smiling as the brief activation was not only enough to open the door, but also leave it slightly ajar. The Professor then ducked into the shadows and quietly closed the door as Madsen ran past his hiding spot at full pelt and threw open the slightly ajar exit door.

The security officer stood in place for a moment, looking over the paths leading from the door like a bird of prey before his shoulders sagged and he walked off towards the campus slowly. Even from his hiding spot, the Professor could hear the muffled curses that Madsen was quietly spouting as he departed – locking the exit door behind him before he disappeared from view.

"Moron," was the Professor's only retort as he got to his feet and sighed as he looked over the empty changing room; he decided to wait here for about ten minutes to let things cool down outside.

 _Right…_ The Professor looked at his screwdriver again as he brought up the interference pattern and looked over it, _What in the name of Gallifrey are you?_

The Timelord sat down at a bench in the main changing area and stared at the screwdriver's display as a recording of the interference played on a loop. The Professor's eyes narrowed as he looked at the playback interference, he noted the irregular pattern which looped every five seconds and immediately began brainstorming.

"Oh…" The Professor muttered suddenly as he was struck by a thought, his eyes widened in surprise as he quickly stood upright, " _Oh_ …" The Timelord looked at the playback again in disbelief, " _No_ …It can't be…"

The Professor thought back to his brief scan of the temporal lock when he was back on the TARDIS; holding a mental image of the scan in his mind as he swapped between the one on his screwdriver and the one'd he'd conducted upon his arrival. He looked at the screwdriver, at the mental image of the TARDIS scan and then back at the screwdriver; feeling a sudden sense of ecstasy as he put two and two together.

"They're identical…" The Professor muttered, his voice still one of total disbelief, "The signatures of the space-time ruptures and the temporal lock…they're _identical_. _Oh_! Oh, that is _brilliant_!"

The Professor chuckled softly and smiled, "Which means…when I do this…"

The Professor made several minor adjustments to the screwdriver's subroutine as he paced around the bench excitedly; the screwdriver beeped after a few seconds and the Professor's smile grew noticeably wider. He turned on his heels and left the changing room, closing the door behind him as he stood in the large room which contained the swimming pool again.

"Then I can do…this…" The Professor muttered as he pointed the screwdriver at the corner of the room closest to him and activated it; he then returned the screwdriver to his side as he simply closed his eyes and listened.

The gentle breeze came first, a soft wafting breath that seemed to come forth from the corner; growing stronger with each passing moment. The breeze picked up in strength, blowing ripples across his suit and through the Timelord's hair as it grew stronger still.

"Oh. I'm good…" The Professor smiled as he heard a faint echo of a wheezing moan that grew louder as the seconds ticked by, "I'm _really_ good…"

The Timelord took a step back and covered his eyes as the outline of a pair of lockers appeared; the main form of the lockers phasing in and out with each cycle of his TARDIS' engines.

 _Interesting choice for a disguise…It's good to see you again…_

The Professor took a step forward as his TARDIS fully materialised in front of him, the Professor ran his hand through his hair to fix a few stray strands caused by the materialisation winds. He gently pushed open the doors with a wide grin and stepped inside; stopping to close the door behind him as the gentle humming and whirring of the control room welcomed him inside

"Sweetie! I'm home! Sorry for the rough ride over here…"

The Professor grinned as the control console beeped; he'd only solved a small piece of the puzzle by restoring his TARDIS' local transport ability, something was still keeping him confined within the temporal lock.

 _Now to find out what's actually causing the temporal lock…_ The Professor inwardly sighed as he threw his jacket over a guardrail which surrounded the control console platform, he looked over the readings again and shook his head, _Why isn't this ever straight forward?_

The Timelord paused mid-thought and shrugged; _Well I guess it would be boring if it wasn't a challenge…_

* * *

 **Blackwell Academy Car Park, Arcadia Bay – Around the Same Time**

Max adjusted the strap on her bag slightly as she walked down the steps, she felt pretty good after stepping in to stop David Dickhead from harassing Kate – she couldn't stand to see people getting bullied; although something about the way that Richard had taken off and seemingly vanished into thin air still didn't sit right with her.

Come to think about it, most things that Richard had done since his out-of-nowhere-arrival didn't sit right with Max.

 _Strange day…_

"I don't get it…how could Zach and Victoria do that to me?"

Max stopped in her tracks at the sound of Juliet's voice, she'd been so wrapped up in her thoughts that she'd almost walked right past her. Turning on the spot, Max slowly walked over to Juliet; concerned about how upset she was.

"Hi Juliet, how are you doing?" Max asked softly as she stopped just beside Juliet.

"Oh…" Juliet looked up and regained her composure when she heard Max's voice, "Hey, Max." Juliet's eyes looked distant as they gradually looked away from Max and wandered back the ground; she scratched her head slowly before continuing, "Sorry, I'm still screwed up."

Max nodded in acknowledgement; rubbing her arm as she thought over what to say next, "Sorry you had to find out about Zachary that way…" She said after a few moments, somewhat uncomfortable with the topic, "Or any way."

"Better sooner than later," Juliet sighed as she rubbed her forehead again, her tone becoming noticeably bitter, "Now that skank Victoria won't be laughing behind my back anymore."

Max took a small step back and glanced in the direction of the dorms, "Have you talked to Zach yet?"

Juliet scoffed, "Mr. Badass Football Hero is such a chickenshit. He said he sexted Victoria as a joke. Ha ha." She stopped abruptly and took a deep breath after looking over Max's shoulder, "I think Warren wants your attention…"

Max looked over her shoulder in Warren's direction, "He usually does…hang in there, Juliet."

Juliet nodded in appreciation, "See you around, Max."

Max offered another sympathetic smile to Juliet before she turned around and walked towards Warren; who was standing beside what looked like an old second hand car. Max smiled at that, had Warren actually bought a used car?

Warren's shout caught Max's attention soon enough as he waved her over, "Yo Max! Check it out!"

Max crossed the distance between them relatively quickly; she looked into her bag and took out Warren's flash drive as she heard him speak again, "What up, Max? How are you?"

"Here's your flash," Max said as she offered Warren his flash drive back; the gesture making Warren take a step back as he quickly abandoned his attempt at a hug and merely scratched his head, "Thanks."

"No problem," Warren nodded as he recovered; he gestured at the car behind him as he pocketed his flash drive, "Check out my new wheels..."

"Cool," Max smiled as she crossed her arms and relaxed, "Very old school."

"1978 to be exact. Now we can go to the drive in," Warren went on as he sat on the front of the car again, "There's one in Newberg, just 60 miles away."

"You're in the wrong time, Warren," Max laughed softly as she fixed her hair, "But then, so am I…"

Warren looked at Max and frowned, "You okay?"

Max answered with a sigh, "It's been one strange fucking day…"

 _And the Understatement of the Year Award goes to…_

"I bet," Warren chuckled, oblivious to the jarring full truth behind Max's answer, "I heard Victoria got a faceful of paint…I'd pay money to see a photo of that…"

"Really?" Max asked as she rubbed her arm, "I wish I would have known…"

Warren laughed at the thought of the picture, "You probably could have raised a Kickstarter fund just for that one image of her covered in paint."

"Had I known that…" Max added before she shrugged her shoulders, "Anyway, Victoria took down my photo. So that drama ended well."

Warren waited a moment before he changed the subject, "So did you get a chance to check out the movie booty on my flash drive?"

"Yeah, thanks," Max replied as she nodded affirmatively, "You had some cool shit on there, from 'Akira' to 'Twilight Zone'. Which seems apropos today…"

"I consider myself a pop…" Warren paused for a moment, smiling as he went on, "Cultural pirate connoisseur."

Max laughed before she went on, "That does sound better than 'thief'."

"Ha ha," Warren jokingly rolled his eyes at Max's retort, "Make sure you watch 'Cannibal Holocaust'."

"Seen it. I was more disturbed by all those emo-vampire movies in there." Max answered as she looked over her shoulder briefly; she had a sudden bad feeling about something.

Warren shrugged light heartedly as he smiled, "Can't a sensitive high school boy love sensitive vampires too?"

Max raised an eyebrow, "So you're _sensitive_ …"

"Ouch…" Warren cringed as he laughed, "That sounds _awful_ the way you say it."

"No I was impressed you had 'Faster pussycat. Kill! Kill!'" Max added as she fixed her hair again.

"Russ Meyer was a genius of black and white," Warren commented as he went on, he cocked his head nonchalantly, "Plus, babes with breasts."

"Who would beat your sensitive ass down," Max added with a half-smile.

"If I was lucky…" Warren chuckled before he continued, "Speaking of hip and fast, we should cruise out in my car to an actual movie this week…" He looked at Max and paused, "But you seem distracted."

Max thought for a moment, she felt like Warren could be trusted with this; opening her mouth to speak, she began, "I need to talk to somebody…just to get it out of my system…"

"Dr. Warren Graham is in da house," Warren said as he moved to one side of the car's hood to make room for Max, "I won't even prescribe you any meds…Tell me everything…"

"For reals Warren," Max went on as she joined Warren by the front of the car; her voice quiet and her tone serious, "This is between you and me, not social media."

"Don't insult me," Warren added softly, sounding concerned from the way Max was talking, "Max, go on."

Max let out a slow breath as she thought over what she was about to do, _What if Warren thinks I'm crazy?_ Sighing, she rubbed her forehead and decided to go through with it – after all, she could always rewind if he didn't believe her, "I had this incredibly bizarro experience in Mr. Jefferson's class today…I mean, life changing." Max looked at Warren, her face serious, "Have you ever had a dream, so real it was like a movie?"

"Max Caulfield, right?" Called another voice from some way across the car park; Max froze in place – it was unmistakably Nathan's, "You're one of the Jefferson's photo groupies."

"I'm one of his students," Max replied cautiously as Nathan pushed Warren to one side.

 _Oh shit…This is bad._

"Whatthefuckever," Nathan continued as he stared directly at her, Max could see the same explosive fury that had killed that poor girl in the bathrooms hiding just beneath the surface of his features and so kept eye contact to a minimum; Nathan unnerved her and she didn't want to push him over the edge – for all she knew he still had that gun on him, "I know you like to take pictures, especially when you're hiding out in the bathrooms. You best tell me what you told the Principal," Nathan loomed over her and Max was now borderline pinned against Warren's car by his glare, " _Now_."

Max had difficulty finding words to reply with in her terrified state; it was only when it looked like Nathan was about to snap did she blurt out a hasty reply, "What are you talking about?"

"I know you're new here," Nathan hissed through an annoyed smirk, quickly growing impatient, "But don't even play stupid with me."

"I'm not new," Max said as she crossed her arms, becoming slightly more confident in her ability to speak, "I've lived here for years," Max paused as a thought crossed her mind, "And I thought that Detective Lester was looking into this?"

"Bah! That nobody? Give me a break," Nathan scoffed with a smirk, "The Prescotts own this shithole, who cares what some detective wants to do?"

"If your family is that powerful then you don't have to worry about me…" Max tried to reason as Nathan tensed, "Worry about yourself-"

"Do not analyse me!" Nathan shouted across her as he balled his fists, "I pay people for that. Worry about yourself, Max Caulfield," He took a breath before he went on, "I won't ask again. Tell me!"

Max's breathing wavered as she started to feel a sense of panic set in; she had to get out of here, "Take a step back, Nathan Prescott."

Nathan froze, letting out a low laugh before he took another step forward, "Oh man, you're telling _me_ what to do?"

Warren tried to get in the way of Nathan to let Max get away, "Get away from her, dude!"

Nathan didn't even bat an eyelid at Warren's interruption; instead he merely turned to face Warren before flooring him with a direct and forceful head-butt. Max stepped back in shock as Warren hit the floor and quickly moved to pull Nathan away from him.

"Hey, leave him alone!" Max yelled as she tried to pull Nathan back only to gasp as he spun on the spot and grabbed her neck.

"Nobody tells me what to do," Nathan seethed as he pulled Max up the cap park by the neck like an accessory, "Not my parents, not the Principal, or that whore in the bathroom."

"Stop that!" Max cried out as she struggled to get free, "Right now!"

Max almost tripped over her own feet as Nathan continued to shout and pull her; in a last ditch attempt to get free of his grasp, Max tried to claw at Nathan's face with her nails before the man truly lost control. Nathan cried out in pain and clutched his face with one hand as he threw Max to the ground with the other.

Shaking her head as she landed with a _crack_ , Max tried to get up again – only to freeze at the sound of screeching tires. She looked over her shoulder and almost threw herself back as the front grill of a pickup truck came to a rest mere inches from her face. Stunned and full of adrenaline from the whole situation, Max use the grill of the truck to pull herself upright; only to freeze when she saw the person in the driver seat,

"Max?" Called a voice Max knew all too well; Max took a step back, unable to believe what she was seeing.

"C-Chloe!?" Max asked in disbelief as her heart skipped a beat, she blinked once before a shout from over her shoulder pulled her back into reality.

Max turned around to see Nathan, who was clutching his bleeding cheek, advance towards the truck, "No way. You again!?"

Max took a step back as Warren got back on his feet and threw himself into Nathan, flooring him as he shouted for Max to run. She took another step back and cast a worried glance at Warren as Nathan started throwing punches at his head.

"Get in, Max!" Chloe shouted as she opened the passenger door to her truck and waved Max inside as Nathan got to his feet.

Max didn't even think twice as she threw herself inside the truck, barely getting her legs inside the door before a heavy kick from Nathan slammed it shut.

"Get your punk asses out of there now!" Nathan shouted furiously as he hit his hands against the door; in response Chloe stepped on the gas pedal, leaving Nathan shouting in the car park as the truck sped onto the main road, "Don't even try to run! Nobody messes with me! NOBODY!"

As Nathan's shouts grew quieter, Max cast a glance at the person beside her; she still couldn't believe how much Chloe had changed in the five years since they'd last seen each other. She looked almost unrecognisable with her blue hair and sleeve of colourful tattoos running up her arm; in fact she seemed like an entirely different person now.

Max looked back out the rear view window as she thought of something to say to her long lost best friend, something to make up for the five years that she hadn't been there for her. But with each passing second, her ability to speak was being taken away by both her crushing social anxiety and the sea of emotions and adrenaline swirling around her head.

Max inwardly kicked herself for her continued silence as she watched Blackwell Academy vanish into the trees behind them.

 _I guess today still has enough crazy up its sleeve to last me a lifetime…_

 **Author's Sidenotes: So there's chapter 6 folks! We're almost through Act 1 already (how time flies eh?) and I hope to upload chapter 7 on Monday. As always, leave a review with feedback or just general thoughts on the story so far and favourite and/or follow if you're looking forward to seeing more.**


	8. Looking For Trouble

**Chapter 7 – "Looking For Trouble" –** **Blackwell Academy, Arcadia Bay, Oregon, United States of America – Around 5:47 PM Local Time, 7** **th** **October 2013**

The girl's dormitories were mostly empty at this point in the day, with most of the students either away into town for the night or in the main Academy building working on extra-curriculum activities.

At least, that's what the Professor was betting on.

The main corridor for the dormitories was almost quiet enough to hear a pin drop, with only the occasional movement or sound from elsewhere in the building interrupting this silence. In fact, it was quiet enough for one to make out the lowly wheezing sound the Professor TARDIS made as it materialised in Max's room, despite the vehicle being in silent mode.

The Professor was hunched over the control console as he picked apart the readouts from the surrounding area with hawk-like precision, he'd only get one shot at this – after all, he'd only restored the local transport capability of his TARDIS although its ability to enter the Time Vortex was still being suppressed by the Temporal Lock.

"Er…Good enough…ish…" The Timelord muttered as he stood up straight and took a step back from the control console, "I'll need to make this quick…"

More or less satisfied with what he'd seen, the Professor pocketed his laser screwdriver and briskly walked towards the main TARDIS doors a few meters behind him; he opened the doors carefully and peaked his head outside quickly. Satisfied that he was alone for the time-being, the Professor opened the doors fully and stepped outside.

He'd landed his TARDIS more-or-less in the centre of Max's dorm room and with the chameleon field deactivated it merely stood there as an imposing two meter high black box complete with golden swirls of Gallifreyan text painted beautifully across it. While the Professor wasn't really concerned about the TARDIS being spotted by someone catching a glance of it through the window, the fact that anyone coming in through the dorm room door would see it almost immediately – leaving him no time to react – had him a little concerned.

The Timelord closed the TARDIS' door quietly and turned on the spot, wringing his hands together as he started to look over Max's room in greater detail.

 _Right then…I just need to get a rough idea on where her ability to rewind time has come from…Hopefully something in here will point me in the right direction…_

The Professor decided to check Max's desk first, mainly because it looked like the best area to start his search. Even from where he stood by the TARDIS doors, the Professor could already make out that most of what was on Max's desk was school related; mainly folio work.

With a small sigh, the Timelord began to quickly sift through the items on Max's desk, hoping to find something that would give him a starting point to look for the origin of Max's rewind abilities. He slid Max's laptop over to the right and glanced over the disorganised, scrunched up paperwork beneath it; most of it was a week or two old and had probably been lying there untouched for a while.

The Professor scratched his forehead in annoyance as he directed his attention back to the laptop; surely Max would have something on that?

The Timelord pulled out the chair from underneath the desk and sat down before pulling the laptop towards him, he tapped on the touch-sensitive pad and was pleasantly surprised when the idle screen gave way to an opened web browser.

 _No password…Convenient._

The Professor quickly searched through the laptop's files using various keywords; he had no idea how long he'd have before Max returned to her room. Mid-way through a search of her hard drive, the Professor let out a low groan as he noticed his surroundings blur and the typical symptoms of a rewind occurred.

 _I am getting tired of this really quickly, Caulfield._

The Professor took his hands off of the laptop's keyboard in watched with growing impatience as the progress bar on the screen began a quick retreat and started to shrink as everything played backwards for a few moments. The Timelord let out a sigh as the rewind finished and time started ticking by in the right direction.

 _That's about ten seconds of my life I'll need back, Caulfield…_ The Professor mentally commented as he crossed his arms and sighed; the fact that his delayed search finished several minutes later and found nothing didn't help either, The Professor grumbled under his breath and stood up from the desk, tucking the chair in before walking back to the centre of the room.

 _There has to be something…Come on…From what I've heard about human teenagers, one of them wouldn't be able to shut up about being able to rewind time…_

The Professor loosened his tie slightly as he turned around and looked over what he could see of the room for anything else of interest, he spied a large stack of books on a shelf close to Max's bed and quickly walked over to look at them.

 _And…yep, nothing but art books…Cartier-Bresson, Doisneau, Hamilton…Good choices…I've probably met all of them at some point…a lifetime ago._

The Professor ran his hand through his hair and let out another sigh as he skimmed over the rest of the books on the shelf; _Nothing here._

The Timelord shook his head in disbelief as he walked back to the centre of the room; Caulfield had to have written _something_ about her rewind ability. One would have to be a _really_ boring person to not document it in one form or another. The Professor turned in a full circle as he looked over the room slowly for anything he'd missed; the Professor smirked as he spotted a green bag which was dumped in the corner of the room by the window.

The Timelord dropped to a crouch as he reached the bag as he lifted it off the ground; holding the bag in his hands, the Timelord frowned at how light the bag was as he stood up. After a brief hunt for the zip, the Professor opened the bag and pulled out a handful of paper sheets; he put the bag on the floor and glanced over each sheet quickly.

 _Nothing again…_ The Professor mentally sighed as he put the paper back in the bag, he placed the bag back in the corner before looking out of the window onto the small courtyard below; he frowned as the memory of Max spotting him from through this window played back in his mind, _I really need to pay attention the next time I do something like that…_

Slipping his hands into his pockets in defeat, the Professor took a step back from the window and started another train of thought as he considered other possibilities for the lack of anything useful in Max's dorm room. The Timelord's concentration was shattered by a sudden feeling of nausea as his vision blurred and a sizeable pressure rapidly built up in his head.

Stumbling to the side in pain, the Timelord swore under his breath as he clutched his forehead and tried to overcome the sudden overwhelming sense of vertigo that had almost knocked him off his feet. The Professor shook his head as he regained his balance before he looked around the room.

The Timelord froze on the spot at the sight before him; a semi-transparent representation of himself standing where he had stood only moments before.

 _Well…this is new._

The Professor raised an eyebrow as he took a step towards the transparent form in front of him; _Yep…This is definitely new._

The Timelord frowned as his vision blurred again before everything seemed to play lazily in reverse as the transparent echo of himself picked up the bag and removed the pieces of paper from it. He took a step back and blinked a few times as the rewind concluded, clearing his vision as the pressure that had built up in his head dissipated, causing the Timelord to frown as both the bag and the pieces of paper that his transparent echo had been holding merely fell to the floor in an unsorted heap.

 _Okay…That's concerning…_

The Professor walked over to the heap of paper and quickly gathered it together as he contemplated what exactly he'd just witnessed, it was clear that Max had rewound again for whatever reason and by doing so had somehow undone the Professor's actions of the last few seconds – momentarily throwing him out of synch with the timeline. He scratched his cheek as he put the bag down and turned around, somewhat unnerved by what he'd seen.

 _Right then…_ The Timelord internally grumbled as he rubbed his forehead, _Let's speed this up…I'd rather not go through that experience again._

The Professor paused for a moment as he looked back at the bag in the corner of the room, he smirked as he remembered that Caulfield had been wearing her camera bag the last time he'd seen her; and knowing human teenagers, she had to have her notebook or a journal in it.

 _Well that puts an end to that idea, for now anyway,_ The Professor sighed as he rolled his eyes and turned away from the windowed side of Max's dorm room, _Plan B it is then…a more…direct approach._

* * *

 **Chloe's House, Arcadia Bay – A Few Minutes Later**

Max stopped briefly at the top of the stairs as she heard the chirping coming from David and Joyce's room, she smiled as the memory of her saving that bird popped into her head. While she was still uncomfortable with her new power, doing small things like saving that bird and warning Alyssa had made her gradually warm to it.

 _It's good knowing that I can use my power to help others_ …Max thought as she looked at the door to Chloe's room, she paused just before opening the door.

Chloe had changed so much since they'd last met; in both how she acted and how she looked. They were almost polar opposites now.

 _Hard to believe that Chloe was my BFF just five years ago…I hope she forgives me for being a douche for the past five years._

Max's heart sank at the memory of Chloe's bitterness during the drive from Blackwell to her house, hopefully Max could convince Chloe to forgive her for abandoning her five years ago – but failing that, Max swore to herself that she would never abandon Chloe again. Taking a deep breath, Max opened the door and walked into the room.

Chloe looked up from her relaxed position on her bed as Max entered the room, "You found the tools? Sweet." She pointed to her desk by the window, "You can sit at my desk and fix your camera."

Max dumped her bag beside the desk and sat down, putting both her ruined camera and the tools on the desk before getting to work on trying to fix her only hope of entering Mr Jefferson's contest. Less than half an hour later, she sighed in despair at the futility of her efforts as it became apparent that all hope of saving the camera was lost.

"So?" Chloe asked at the sound of Max's sighs as she stood up and walked over from her bed and put her ash tray down on the desk.

Max sat back in her chair in defeat and sighed, "I can't fix this thing."

Chloe seemed to smirk light-heartedly at Max's frustration as she looked over her shoulder, she pointed at a handful of pictures that were strewn across the desk close to where Max had been working, "Are these your new photos?"

"Yeah…" Max answered as he rubbed her head, _Man…Mr Jefferson is going to kill_ me, "I just took them today."

"Let me see…" Chloe said as she picked up a photograph, "Who's this?"

Max looked at the picture and inwardly cringed, it was the phot she'd taken of Richard after he'd gotten up in Principal Wells' face about Nathan Prescott's incident in the girls bathroom, "Some weird private investigator. He appeared out of nowhere at school today…" Max explained before a small smile emerged on her face, "I've never seen Principal Wells get so mad with someone…"

"Troublemaker eh?" Chloe smirked as she looked at the man in the photo, "Sounds like my kind of guy…Pity he's a cop…"

Max crossed her arms and continued, "He's also been acting really strange. I swear he was following me today."

"Oh…kay…Creepy." Chloe frowned as she put the photo down, she picked up another one and her eyes widened, "Wait…I've seen this before. No way! When did you take this?" Max shifted uncomfortably on her seat as Chloe looked at her intensely and dropped the photo back on the desk; it was the one she'd taken in the bathroom before Nathan had walked in, "YOU took this photo you brat! In the bathroom today…You set off the alarm! That's why Nathan raged after you…It totally makes sense," Her tone noticeably relaxed as she picked up the photo again and looked at it briefly, "You hella saved my life…" She looked right into Max's eyes, "Now tell me the truth, Max."

"I was there…" Max admitted with a nod, "Hiding in the corner."

Chloe smiled again, "Damn. You're a ninja."

"A ninja would have cut Nathan's head off," Max shrugged as she gestured toward the picture in question, "I just took a butterfly photo…"

"That is so badass…" Chloe said as her smile grew.

"Oh yeah," Max sighed as she looked back at the broken camera, "I almost wet myself when I saw the gun…"

Chloe changed the subject as she sat down on the edge of the desk, "So, did you recognize me?"

Max shook her head, "Not at all. Your hair and clothes are so different…"

"I hope so," Chloe said with a smirk, "I'm sure this is all so weird to you after coming back."

"Like you said," Max smiled as she looked out of the window, "It's been _that_ kind of day."

"So you must have overheard our conversation…" Chloe cocked her head as she changed to topic of the conversation again.

Max shook her head slightly, "Just a bit…"

Chloe laughed softly, "There is no way you didn't hear every single vowel."

"Okay, I only heard something about money…" Max answered as she tried to be as honest as possible, "Drugs…but that's it."

"Now for the big question," Chloe said as she crossed her arms, "Did you tell anybody?"

"The Principal…but he didn't seem to believe me…" Max answered before she saw the look on Chloe's face, she continued talking before Chloe interjected as she nodded back at the picture of Richard, "That Private Investigator took the whole situation out of Wells' hands though…that's why he was so mad at him."

"Still…you shouldn't have said anything, Max," Chloe replied as she rubbed her forehead, "That drunk jackass only cares about cash for Blackwell Academy…Don't trust him."

Max held her hands up in defence, "I didn't mention you at all. Swear."

"Thank God…" Chloe let out a sigh of relief, "I'll tell you more someday, and I seriously owe you, Max."

Chloe wandered away from the desk and started looking through a low-lying shelf not too far away from where Max was sitting, "I, er, know it was your birthday last month…" Chloe said as Max walked over to her, she extended her hand; Max's eyes widening at what Chloe was giving her, "This was my real father's camera…I want you to have it."

"That's so cool you remembered my birthday," Max smiled happily before she looked at the camera and shook her head, she tried to give the camera back; Max knew how important Chloe's dad was to her, "But I can't take this."

"Of course you can.," Chloe insisted with a smile as she held the camera in Max's hands and looked at her, "My dad would be pissed if I never used it. And now I know it will be used awesomely," She took a step back and picked up the butterfly photo, "And I'll snag this picture as a symbol of our reunion. Cool?"

"Yes, of course it's cool!" Max smiled as she looked at both the camera and Chloe, barely able to contain herself; Had Chloe actually forgiven her? "Thank you…This camera is so sweet!

Chloe chuckled before she walked back over to the stereo, "Now that we got mushy shit out of the way, I feel like stage diving!" Chloe dropped to a crouch and pressed a few buttons on the stereo, "Let's thrash this place!"

"You're crazy," Max laughed as the calm music that had been playing up to this point was switched out for a far more energetic one.

"Yep yep, I'm fucking insane in the brain!" Chloe laughed as she danced her way back over to Max as the song's tempo picked up, "Let's dance! Shake that bony white ass!" The two of them laughed as Chloe tried to pull Max into a dance; when Max shook her head and cracked a smile Chloe picked up her blunt from the ash tray, "Or take my picture with your new camera!"

Max kept laughing as Chloe ran over to the bed and climbed on top of it, taking a long draw from her blunt before swaying to the beat of the song. Part of Max cherished this moment, refusing to move as she looked at an energised Chloe enjoying herself; it was great to see Chloe opening up again to her. The other part of Max screamed at her to take a photo.

Max held the camera up and looked through the viewfinder as she framed the picture. A second later a flash emitted from the front of the camera before a picture printed from the front of it. Max removed the picture and wafted it in the air to let the ink set before putting both the picture and the camera back in her bag.

"Chloe, are you up there?" A booming voice called out from downstairs, Max barely heard it over the sound of the music but swore that she'd heard it before.

Chloe froze, her expression going from a look of enjoyment to that of panic in less than a second, she turned to Max, "Yo, turn it off, turn it off!"

Max rushed over to the stereo and killed the sound within moments, a tense silence settled in the room as Max turned around to look at Chloe.

"How many times have I told you to stop blasting that punk shit?" The voice boomed again as Max wracked her head to find where she'd heard it before.

"Dude, the music's not even on!" Chloe yelled back as she sat down on her bed, " _Asshole_."

"I'm coming up," The voice continued before Max heard the sound of heavy footsteps on the stairs, Max froze; suddenly remembering whose voice it was, "We need to talk!"

"No fucking way!" Chloe shouted as she ran over to the desk and dumped her ash tray, she turned to face Max, "You need to hide. _Now_!" Chloe warned as she quickly pulled Max over to her wardrobe and quickly ushered her inside, "Don't come out! My stepdad will _kill_ me if he finds you here!"

Max blinked in disbelief as Chloe closed the wardrobe door without letting Max get so much as a word in and hurriedly returned to her bed, mere seconds later Max flinched as she turned around and looked through the narrow slits of the wardrobe to see Chloe's room door burst open.

David entered the room immediately afterwards, taking a few heavy steps towards Chloe.

"Jesus, what do _you_ want?" Chloe asked with an unmistakably hostile tone as she crossed her arms.

"One of my guns is missing," David replied as he stopped by Chloe's desk and looked out of the window, evidently discarding Chloe's tone, "Did you take it?"

"Oh Gawd, I didn't take your stupid gun," Chloe scoffed as she shifted on the bed, "You _do_ know I believe in gun control?"

David was about to reply before he did a double take at something on Chloe's desk, Max tensed as David picked up Chloe's blunt and started shouting, " _Wait_ , is that _grass_? You've been toking up again in here!?"

"Oh yeah, guns, weed…" Chloe snarled back as she stood up, "You are trippin' balls."

"I'm sick of your disrespect!" David growled at Chloe, taking a threatening step towards her, "Tell me the truth, that's an _order_! Whose is it?"

Max shook her head; she couldn't watch Chloe take a verbal beating like this. Not to mention that the thought that she'd been alone with this asshole for years killed her inside, she took a deep breath and tried to calm herself down.

 _Just today…I'll make sure Chloe isn't alone in this. I won't let her down again._

Max opened the wardrobe and stepped outside, wavering under David's glare as he instantly looked at her, "I'm sorry…" Max said, her voice wavering as Chloe turned around in shock, "That was my joint."

David instantly advanced on her, "Well, well. I don't like strangers in my home. _Especially_ dopers," Max flinched as David stopped right in front of her and tried avoid his glare, "So, you're bringing drugs into my home? How about if I call the police?" Max froze at David's threat and took a step back, "That would screw up your spotless Blackwell record…" David took another step towards Max, his voice almost venomous, "You do seem to get around, 'Max'. I'm sick of you losers dragging Chloe down," Max suppressed a whimper as David took another step towards her, she was scared shitless now – even more so than she already was, "Missy, you sure like to pop up and start trouble. Like this afternoon," David took another step in Max's direction and jabbed his finger into her shoulder as he continued, causing Max to step back each time he did it until she was almost back in the wardrobe, "You don't have anything smart to say now? Do you? Huh?"

"Get the hell away from her, man!" Chloe shouted furiously as she pulled David away from Max, "Stop harassing my friends!"

Max froze and looked up at Chloe as her brain registered that she'd called Max her friend; before she could do anything else, David's retort hit Max like a punch in the gut.

"You don't have any friends!" David shouted as he turned back to Chloe and took a step backwards.

 _Chloe couldn't have been alone all this time…Surely she had more than Rachel…_

"Like you know," Chloe snarled as she took a step towards David, driving him towards the door of her room, "You're not even a real cop; you're a fucking security guard!"

David took a step back and looked at the ground, "I was a soldier, Chloe," He looked up and glared at Max before he turned and walked out of the room, "And Max, if I see you here again…You'll learn all about real trouble."

Chloe waited for David to close the door behind him on the way out before flipping him off, she turned around to face Max with a smile, "Max, thanks fo-"

Max didn't even let Chloe finish, she reached forward, wrapping her hands around Chloe's chest as she buried her face in her shoulder in a tight hug.

Chloe almost took a step back in surprise, "Er…Max?" After a few moments, she hugged Max back.

Max remained there in silence, doing everything she could not to fall apart in Chloe's arms, she'd done it. She'd been there for Chloe when no one else had. It didn't matter that she'd possibly flushed her scholarship down the drain, it didn't matter that David was going to most likely give her hell from now on. She quickly buried those thoughts. All that mattered was that just this once; Chloe hadn't been alone.

"I'm sorry Chloe…" Max apologised, her voice muffled from both her face still being buried in Chloe's shoulder and her attempts to keep herself from crying, she dropped her arms and took a step back; her breathing ragged, "I…I should never have left you…"

Chloe looked momentarily startled by the outburst, she took a step forward and held Max's hands, "Max…We both know you fucked up," She smiled as she went on, "You're back now. That's what matters…"

The two were silent for a moment as Max took a moment to keep herself together before Chloe spoke up again; nodding to the window as she began "Anyway. Let's get out of here. We can climb out of the window…" Chloe walked towards the window and opened it; she looked back at Max and smiled, "Any more mushy shit you wanna throw at me?"

Max laughed softly at Chloe's tease as she walked over to her and looked out of the open window. She shook her head slowly at Chloe before the two of them climbed out of the window and down from the roof. Less than a minute later they were back in Chloe's truck driving towards the Arcadia Bay Lighthouse.

"Max?" Chloe asked as she looked away from the road towards Max, who was in the passenger seat beside her.

Max drew her attention away from the beautiful setting sun in the distance and looked over at Chloe, "Yeah?"

"Thanks for being there for me today…" Chloe said with a smiled before she returned her attention to the road, "I really needed that…"

 **Author's Sidenotes: Thus concludes Chapter 7. I'm not entirely happy with the last section but it should be good enough to continue the story as everyone seems in character and the pacing seems adequate. This will unfortunately be the last chapter I upload for this fanfiction for some time as I'm going on holiday in a few days (regular updates will continue when I return in about two weeks).**

 **As always, please review with feedback or general thoughts and favourite and/or follow this fic if you're liking it so far!**


	9. Unforeseen Consequences

**Chapter 8 – "Unforeseen Consequences" –** **Arcadia Bay, Oregon, United States of America – Around 6:07 PM Local Time, 7** **th** **October 2013**

The Professor paced around the central console anxiously, glancing at both the main screen and the console itself as he wrung his hands together and walked around the console platform. He'd been running a high level analysis of some tissue samples he'd recovered from Max's room in the hopes of looking over her timeline and getting a rough idea of where her powers had come from.

The main console beeped disapprovingly as the Timelord completed another lap around the raised console platform.

"I am _not_ getting impatient!" The Professor scoffed as he stopped midstride and turned to face the console, "This scan shouldn't be taking _this_ long anyway!"

The Timelord was right, even for a cell sample like the one he'd been analysing; the scan should have only taken a few minutes. As it was, the Professor had been waiting for the results around a quarter of an hour now. He was thankful that he'd made the right choice in deciding to move the TARDIS from Max's room to a more discreet location while he waited on the analysis to finish.

"Seriously…Why's it taking so long?" The Professor asked as he fixed his tie and looked back at the control console, " _Actually_ …" He held his hand up, "Don't answer that…No spoilers…"

The console whirred in response as the Professor turned on the spot and walked to the edge of the raise platform that face the main screen, she let out a low sigh as he lent forward on the railings.

"Anything else on that pattern?" The Timelord asked as he tapped a series of buttons beside him on the surface of the railing, the screen changed from showing the scan to showing the pattern he'd identified. A single _deet_ from the control console answered him.

Since he'd first discovered it, the pattern had slowly evolved into eight unique sections that seemed to repeat every ten seconds throughout the entirety of the temporal lock. The Professor had since cross referenced this pattern with billions of unique algorithms but had so far come up with no matches. Sighing, the Timelord glared at the screen as the pattern repeated; this damned thing was a constant, it was _everywhere_ in some form or another around Arcadia Bay and, to make matters worse; it seemed to grow more noticeable with each of Max's rewinds.

"What _are_ you?" The Professor grumbled as he slowed down each section and played it at a micro-fraction of its normal speed; after observing this slowed down section for a few loops he took a step back, rolled his eyes and sighed, " _And_ …Still got nothing…"

A series of beeps drew the Professor's attention back to the central console, he looked over her shoulder and inwardly sighed with relief; _About time…_

The Timelord quickly walked back to the console and looked at one of the smaller screens that dotted its surface with anticipation, "Show me…"

The Professor rubbed his cheeks as the results scrolled onto the screen as a long line of Gallifreyan text, he read over each line feverishly as they appeared to ensure that he hadn't missed anything.

"Sweetie?" The Timelord called out as his eyes widened, "Put this on the main display would you?"

 _That's impossible…_

The Timelord turned on the spot and looked at the larger screen on the wall of the control room as the text was translated into a proper representation of Max's timeline. He took a hesitant step towards the screen as he ran a hand through his hair in disbelief.

 _Oh Max Caulfield…What have you done?_

Max's timeline was awash with inconsistencies, paradoxes and various branches which either stopped abruptly or started out of nowhere with seemingly no direct cause. It was like looking at the crust of a planet after a rather significant earthquake - if not worse, with pieces of her timeline overlapping and crossing over in ways that gave the Timelord a headache.

"This isn't good…" The Professor commented worriedly as his mind tried to grasp the scale of the paradoxes that occupied Max's timeline, "Sweetie…I want this entire thing recorded quickly and looked over again…"

In the absence of any response from his TARDIS, the Professor turned around, looking concerned.

"Swe-" He was about to ask again before he clutched his head and yelled out in pain as an enormous pressure built up in his head, knocking him to his knees as his temples throbbed in pain.

With an unconscious sway, the Professor fell sideways as his vision blacked out; he was out cold before he hit the floor.

* * *

 _Max…_

The Professor painfully opened his eyes against a torrent of cold rain with a subdued, pain-filled gasp as he tried to sit up. His entire body was numb with the cold thanks to his completely rain soaked suit; he let out a pained moan his he forced himself into an upright sitting position as the right side of his chest cried out in protest.

 _Where am I?_ The Timelord mentally asked himself as he tried to look around, wincing at the pain from his chest as he craned his neck around, most of his inner thoughts were being drowned out by the howling wind and his vision obscured by the furious downpour of rain that surrounded him. From what he could tell, he was still in Arcadia Bay – although he was on the outskirts of the town; the streets around him seemed abandoned and he could just about make out the tell-tale smell of smoke over the overwhelming odour of damp tarmac.

He cringed as a bright spark of lightning shot forth from the clouds above and struck a nearby house, the deafening thunderclap followed a few seconds later as the Timelord looked desperately for shelter from the relentless downpour.

 _What's going on now? Where is everyone? How did I get here?_

A barrage of questions fired through the Timelord's mind as he painfully forced himself to his feet; swaying from side to side as another cry of pain from his chest forced him to look down. The Timelord froze at the sight of blood on his suit – his blood – as more questions asked themselves.

 _I'm…I've been shot? How!?_

Sure enough, a pool of blood had lingered around where the Timelord had lain; some even still dripped from the bullet hole in his suit – the area around which was dyed a noticeable crimson red. Covering the bullet wound with his left hand, the Professor turned on the spot as he looked for the one responsible for his injury; it was only when he had turned around and looked towards the shoreline did his mind truly come crashing to a halt. Before him stood a colossal storm, the likes of which he hadn't seen in a _long_ time, that roared at him with unbridled fury.

The Professor took a step back in awe at the storm as the winds picked up, forcing him to use his spare hand as a shield for his eyes so that he could see properly. The super tornado stood there as an imposing solid mass of black, swirling thunderclouds as forks of lightning struck the sea and land around it; the air was filled with the electric energy of each lightning strike.

 _The lighthouse looks like it still had some power…_ The Professor mentally noted as he squinted his eyes and picked up a faint beam of light coming from the direction of the lighthouse, _Hopefully there's other people there…_

The Timelord flinched as he painstakingly fought against the powerful winds of the storm; the pain in his chest was quickly becoming unbearable.

 _Probably punctured a lung…or worse; a heart…I can't tell which thanks to how numb the cold is making me feel…_

The Professor looked further ahead on the path he was on as another bolt of lightning struck a tree; even from where he stood, the Professor could hear the distinct sound of wood snapping as the tree fell sideways. He paused for a moment to catch his breath as the act became increasingly difficult to continue, the Timelord wheezed for a few seconds as he rested against the side of a tree and wiped rain droplets from his dripping nose, frowning as he drew blood from the effort.

The Timelord held his head in pain as the world around him starting to distort and blur, he doubled over as he felt a sharp stabbing in his temples. Looking back up, he noted that everything had frozen for a brief moment before time began to slowly rewind. The Professor grimaced as he looked over the strangely silent landscape from his brief spot of refuge beside a tree, taking the time to cast another glance at the empowering super storm which had almost hit the town by this point. The Professor's headache ceased after a few more seconds as the rewind concluded and the wind resumed its powerful charge, violently knocking him away from the tree that he was resting against back onto the path.

The Professor took a moment to wipe his blood covered left hand against his drenched suit trousers before he set off again along the path. He'd barely crossed another twenty meters of the path before another rewind occurred; throwing him off balance slightly as the wind seemed to rush in the opposite direction. The Timelord clenched his teeth as he endured this obstacle as he forced his way forward, his shoes sinking further and further into the waterlogged ground of the path with each step.

 _I have to get to the lighthouse…_

He glanced back at the lighthouse and froze as a large fishing trawler which had been picked up by the storm was thrown into the side of the structure. Almost breaking the lighthouse in half from the force of the impact, the lights went out immediately as the top of the lighthouse tumbled away from the rest of the building and fell over the side of the cliff into the angry waters below.

The Professor's hearts sank as he looked at the destroyed lighthouse; _I'm too late_ …

 _I'm always too late._

He sank to his knees and closed his eyes before he lost consciousness again.

* * *

The cloister bell sounded as the Timelord's eyes opened again, his face panicked as he sat up quickly and braced his back against the central console; holding the right side of his chest tightly. Breathing deeply, he looked around the control room and blinked a few times; caught off guard by what had just happened.

 _What the hell was that?_

The Professor slowly pulled himself upright and quickly fixed a few stray strands of hair as he looked around the dimly lit control room, it was running on back-ups from the look of it. The Professor frowned as he looked towards the handful of red lights which currently illuminated the control room as he turned back around and looked over the control console.

"Er…Sweetie?" The Professor called out over the sound of another cloister bell, his concerned voice echoing off of the walls of the otherwise silent control room, "Why are we draining three hundred percent more power all of a sudden?"

The Timelord's eyes widened as a distorted beep answered him, " _Okay_ …That's not good…Something's actively drawing out the Artron energy from the dimensional stabilisers…"

The console whirred in response as the lights in the control room flickered briefly.

"What do you mean 'It's the Temporal Lock'?" The Professor asked as he raised an eyebrow at the console, "That's impossible…"

 _It has to be impossible…_

The red lights flickered on and then off, plunging the control room into total darkness for a few moments.

 _We're drawing too much power from the Artron energy cells…If I don't do something th-_

"Screw it," The Professor muttered under his breath as he worriedly moved around the control console, his hands darting between dozens of different buttons at lightning speed, "I'm putting you into an emergency stasis lock…At this rate of drain we'll have no power in less than five minutes…And then…"

The Professor shuddered at the thought of a Type 80 TARDIS' various safeties deactivating in the event of a catastrophic power failure such as this one, the thought of the dimensional dams failing was particularly worrying, "Well…it would get ugly…"

The Timelord paused for a moment as he looked at the door, he checked his pockets quickly to ensure that he had everything he needed; satisfied that he had everything he turned back to the console.

" _Night sweetie_ …" He whispered softly with a bowed head as he pressed a final series of buttons; almost instantly everything inside the TARDIS ceased to function as the Professor initiated the vehicle's emergency standby mode in a last ditch attempt to save power.

Taking a deep breath, the Professor took a step away from the console and walked towards the main doors; he cracked his neck slowly and fixed his tie before taking one final glance towards the dormant control console. The Timelord cleared his throat and pushed open the doors, squinting as the distant sun glared right into his eyes as it set in the distance.

He looked around the Arcadia Junkyard for any signs of movement before he disembarked. His TARDIS would be vulnerable in its current state with no shields, no chameleon circuit and no self-repair capabilities; it truly was a sitting duck.

He took a step outside and closed the doors behind him, he looked back at his dormant TARDIS and merely offered it a sympathetic nod before he locked it shut with a swift motion of his laser screwdriver and turned on his heels, leaving it in the corner of the junkyard as he walked towards the main road that would take him into downtown Arcadia Bay.

He had to be careful now; he had no TARDIS to fall back on if things got out of hand. Leaving the Professor only armed with his psychic paper, his laser screwdriver and his wit. Well…the latter was typically enough on its own…

 _So, quick check of the current situation: The TARDIS is out of action, the temporal lock is still in place, Max still has the ability to cause paradoxes on a scale I've not seen since the Time War and to top it off; I'm hallucinating wild imaginings of a massive super tornado wiping this town off the map…Perfect._

As he stepped out of the junkyard and walked up a tarmac covered street towards the main road, a small voice at the back of the Professor mind cursed him for demanding a challenge earlier on in the day. And as the Professor became aware of the out-of-season snow that was starting to fall from the sky; he couldn't help but partly agree with it.

 **Author's Sidenotes: And with that bombshell, I hereby declare both Act 1 and Chapter 8 finished. Fortunately I was able to find the time to get this chapter finished before I leave for a brief holiday tomorrow, as I mentioned in my previous sidenote, there will be a lapse in updates for the next fortnight or so but they will recommence when I return.**

 **As always, please follow and favourite the story if your liking it thus far and leave a review with either feedback or just a general opinion on your thoughts so far.**


	10. Face to Face

**Act II – "Warning Signs"**

 **Chapter 9 – "Face to Face" –** **Arcadia Bay, Oregon, United States of America – 01:24 AM Local Time, 8** **th** **October 2013**

To say the Professor was now desperate for answers would be an understatement, he anxiously glanced further up the road he was walking on as it wound its way into the forest towards Blackwell Academy. He couldn't afford to try and solve what was going on in this town from the shadows any more.

He looked back towards the shoreline, the late night made it seem like the blackness of the sea had merely drunk the light from the sky, making it difficult to tell where one ended and the other began. The thought of the super tornado entered his mind again as his eyes wandered back to the lighthouse; while that 'vision' – or whatever it had been – hadn't been the first out-of-body experience the Timelord had experienced, it had certainly been the one where he'd felt the most out of his depth.

The Professor did not like feeling out of his depth.

Most of the snow that had fallen yesterday evening had melted by this point, with even the night time temperature of Arcadia Bay being far too hot to sustain it. The snowfall concerned the Professor deeply; it was incredibly out of season for a region of this latitude to get snow at this time of the year and seemed to be a direct knock on effect from Max's persistent use of her rewind ability; for the moment anyway – he'd probably need to look into it further.

He took out his laser screwdriver and held it in both hands as he looked over what little he'd managed to salvage of both Max's timeline recording and the mysterious repeating pattern from the TARDIS databanks. He glared at the pattern furiously as he continued to walk along the side of the road, pausing for a moment at a nearby corner to pocket the screwdriver again and slightly adjust his tie.

The Timelord sighed as Blackwell Academy came into view up ahead, the relatively sizeable cluster of buildings were illuminated only by a few dozen lights scattered across the campus and the dim light of the full moon in the sky above; he urgently needed to speak with Max – even if the current time made it relatively inconvenient to do so.

The Professor glanced at the Academy for any signs of movement before he crossed the road; dropping to a crouch as he closed the distance between himself and a brick wall around the height of his chest that enclosed the path leading from the Academy Car Park to the main plaza. He shadowed the wall, using it as cover as he slowly made his way towards the main plaza steps; taking added caution to avoid ruining his shoes on the damp grass at the base of the wall – after all; he'd literally have to pay for new ones now that his infinite supply of clothing on the TARDIS was no longer available.

The Professor reached the end of the wall and paused for a moment as he took another peak over the top of the wall to check for any unwanted guests. Seeing nothing and hearing only the sound of distant crickets – a sound which the Timelord was quickly becoming irritated by – the Professor relaxed a little and proceeded to walk up the small handful of steps onto the main plaza.

Wasting no further time, the Professor began quickly walking in the direction of the dormitories as the distant howl of a wolf drowned out the otherwise constant ambience of the crickets.

The Professor cast a glance up at the night sky as he tried to keep to the shadows on his way to the dormitory entrance; he walked down the stairs briskly as he glanced at the windows of the dormitory building for any sign of movement. He dropped to a crouch again as he reached the bottom of the steps and slowly made his way towards the dormitory courtyard, pausing every now and then to take a quick glance at his surroundings.

The Professor kept low as the courtyard came into view, as it was only illuminated by a mere handful of lights he wasn't concerned about being spotted when he finally reached it. He stopped by a small set of stairs which he suspected served as the entrance to the boy's dormitories and looked over the courtyard again for any signs of movement; upon seeing nothing he continued to cautiously move forward. The Professor paused as he reached a small plaque by the boy's dormitory entrance; he read over it quickly and frowned before glancing over his shoulder again.

 _The Prescott Dormitory…Well I guess that confirms my jab at the Principal…The Prescott Family is obviously a big 'donator' to the school…Figures._

Rolling his eyes at the plaque, he turned and looked at the part of the large building which held the girl's dormitories; the scaffolding that had been erected over the main entrance yesterday was gone and even from where he stood in the dimly lit courtyard, the Professor could make out the gleaming shine of a new cover of paint. The Timelord spotted the two windows belonging to Max's room fairly quickly as he scanned over the windows on the second floor, he sighed; this was going to be more awkward than he'd expected.

The Timelord looked over the windows on the second floor of the dormitory building quickly for signs of movement as he walked towards the storage room he'd seen Max enter yesterday when she pulled the stunt with the sprinklers. He decided that entering in the front door of the dormitory would be far too risk, for all he knew the door could be alarmed and he couldn't risk wasting time trying to deactivate it without setting it off.

The Professor reached the door to the storage room and was unsurprised when he found it was locked, he dipped his hand into his jacket pocket and removed his laser screwdriver; seeing that it was already set to 'passive' mode, the Timelord quickly pointed it at the door and activated it.

A low _whir_ emitted from the screwdriver before a satisfying _click_ a few seconds later signalled that the door had been unlocked; the Timelord gave the door a light push and cringed as it opened with a rather distinct _whine_.

 _Someone definitely heard that…_

The Professor glanced over his shoulder before he walked into the room, stepping to the side and letting the lights outside illuminate the room as he looked over the its contents. The Timelord's face brightened when he saw a ladder sitting against the far wall of the room.

 _Well…It's better than climbing brickwork…_

* * *

Max rubbed her tired eyes as she continued to switch between her online research and sifting through the pile of books Warren had given her on the general topic of time travel. She glanced up at her growing collection of sticky-notes she'd stuck the wall above her desk and sighed; pulling one of her sticky-notes off of the wall and scrunching it into a ball, throwing it into the bin at her feet before replacing it with a more up-to-date note.

 _Why did I think this would be a good idea? I can barely wrap my head around quantum physics when I'm awake…never mind trying to cram it at…_ Max's eyes sleepily wandered over to her computer monitor to check the time, _Quarter past two in the morning…_

Pinching the bridge of her nose, Max pushed the book she'd been reading to the side and sighed; fairly confident that nothing had been going into her brain for the past half hour. She sat back in her chair and let out a quiet yawn before returning her blank gaze to the computer screen and trying to force more information into her half-awake brain.

Max was halfway through reading an online publication on the physics of wormholes when she heard a slightly muffled sound of what seemed like metal scratching against metal coming from her window. In her sleep deprived, zombie state, Max shrugged it off as she quoted a section from the wormhole article onto another sticky-note and stuck it on the wall beside a related item. When the noise repeated however, followed by a slightly muffled yet distinct sigh of frustration, Max stood up from her seat and walked over to the window.

"What the f-" Max gasped as she saw Richard trying to keep himself balanced on the top of a ladder just outside of her window, in his right hand he was running a peculiar pen shaped object with a glowing tip along the edges of the glass frame. After about five seconds of Max standing there in shocked silence, Richard looked up and froze.

" _Shit_ …" Richard mouthed as he looked at Max's terrified expression and hurriedly put his hands to his mouth, "Shh! SHH!"

Max took a step back from the window, suddenly feeling awake thanks to the adrenaline now flowing through her body, she glanced at the door behind her, preparing to make a run for it, "I-uh…"

"Max! Not now!" Max heard Richard call out through the window, the man seemed anxious and looked over his shoulder each time he spoke, while his tone was desperate; he was talking in a hushed whisper, "Please! I need to talk!"

Max took another step back in response, "W-what are you-"

"It's urgent!" Richard cut across her as he put the pen-like object back in his pocket, "Please Max. I do _not_ have time for this…" He looked over his shoulder again before turning back to face her, "Open the window… _please_? I'll explain everything…Promise…"

Max took a step forward, now intrigued by what the man was saying, _Everything?_ She cleared her throat and looked Richard in the eyes, her voice shaky but serious,"I swear, Richard…If you try to pull _anything_. I'll scream."

"Ha ha. _Funny_ ," Richard didn't seem faced by Max's threat, rather his features softened in response, "I'm not here to hurt you, Max. Believe it or not, I'm on _your_ side here…Could you please open the window now?"

Max crossed her arms and took another step forward, "Why should I?"

"It's important…" Richard replied quickly, he seemed to swallow before he continued, "Let's just say I need _your_ help right now…" Richard paused for a second as he looked over his shoulder again, getting noticeably more anxious, "Can you _please_ open the window…The last thing I need is for Madsen or one of his security lackeys to spot me here…I'm in enough hot water with them as it is."

Max sighed as she took a step forward, she looked at the man on the other side of the window, "You _better_ be being straight with me, Richard."

Richard seemed to relax considerably as Max opened the window, " _Thank you_! Well first off…how do I say this…" he began as he climbed inside quickly, "Oh," Richard paused as he looked at the clutter on both Max's desk and scattered across various parts of her room, "You've been busy…"

"School stuff…" Max dismissed the comment as she closed the window and took a step back, crossing her arms before she continued, "Start talking…"

"Aren't you a load of fun when you're bossy?" Richard chuckled quietly as he leaned against Max desk and cocked his head playfully, "Anyway…Let's just say that I know a few things about you, Miss Caulfield…" Max took another step back in response to this, "And to be honest I'm not sure what to think…"

"W-what are you talking about?" Max asked defensively as she glanced towards the door again.

"Want to play a game?" Richard asked as he seemed to change the subject, "It'll just take a few seconds…You know…To prove that you can trust me…"

"I don't have any desire to trust you right now," Max almost snapped, becoming cranky thanks to the lack of sleep she'd had, "Especially with you being a complete creep earlier to-"

"I'm getting to that, Max. I assure you," Richard interjected as he held up his hands, "I'll explain _everything_ …" He paused for a moment as he looked at Max's notes on the wall behind him, "Now. Do you want to play a game or not?"

"Urgh…" Max sighed as she gave up trying to force the man to talk, "Fine… _Weirdo_ …"

"Heads or tails?" Richard asked as his right hand dipped into his pocket for a moment before emerging with a quarter, "If you win I'll point out the flaws in your research there…"

"Tails," Max muttered before she glared at him in confusion, "Wait…What do you mean 'flaws'?" Max asked as she raised an eyebrow, referring to the notes the man had commented on; the vast majority of which were direct quotes from research journals, "Since when were you a scientist?"

"Wrong; heads…" Richard sighed, ignoring her completely as he looked at the coin in his hand, he cast her a smug grin before continuing, "Damn…Well it was a fifty-fifty cha-"

Max was inwardly fuming at the man's smugness; she sighed and held out her hand to do a quick rewind. As the pressure built up in her head; clouding her already foggy vision for a few moments as time played in reverse, Max didn't even notice that the man was smiling at her. She stopped the rewind a few seconds in the past and looked at him.

"Er…Heads…"

"Correct!" Richard smirked as he pocketed the coin, leaving Max speechless as he continued, looking as smug as ever, "I'd play another game, Max…But I think I've made my point."

Max's brain refused to process what she'd just seen, "Wait-what?"

"Now…" Richard continued as he looked back at Max; his face somewhat serious again, "Where was I?"

"No…" Max interrupted a little louder than she'd meant to, cutting Richard off before he could dismiss her again, "You didn't toss the coin…How'd you know if I was right or not?"

"Sure I did!" Richard smiled as he looked at the clock on Max's laptop, pausing as he waited for a moment, "Probably about _now_ actually…But _this_ time I didn't," He looked back at Max, who's jaw was agape by this point, "Funny that?"

Max took a step forwards, feeling overexposed by this sudden development; _Shit…Has he known about my rewind powers since this morning?_

" _How_!?" Max asked as her voice noticeably increased in volume, causing Richard to cringe as he paused for a moment to listen for sounds of moment in any of the adjacent rooms.

"Oh, Max Caulfield…" Richard continued as he put hands together, "There's still _so_ much I need to tell you…" He gestured to the clutter-stuffed bench behind Max, "Please…Take a seat."

Still in disbelief at what had just happened, Max took a seat, rubbing her forehead as she looked at Richard again, "Y-you didn't answer my question…"

"I'm getting to it…eventually…" Richard assured Max as he held his hands up, "So you _can_ actually rewind time…Impressive…if a little reckless," Richard commented briefly as he paused, seemingly in thought, he continued a few seconds later, "Anyway: I think I should properly introduce myself. I owe you that much."

Max raised an eyebrow at the way Richard had phrased the last part of what he'd said, "You're not really a Private Investigator are you?"

Richard nodded slowly as he looked out of the window, "Very deductive, Max…"

"Then who are you?" Max asked as she stood up again, " _Really_?"

Richard looked at her, as though he was thinking about what to do, he rubbed his forehead after staying silent for a few moments, "That might be easier to show you…"

Max took a step back as Richard took a step towards her, "What are you doing?" She asked as he lightly put his hands around her wrists, and dropped them to her side, "I told you I'd-"

"Max…Just keep calm…" Richard pleaded with a whisper as he put his hands against both of her temples and shut his eyes, "Take a deep breath and…well try not to pass out…" He paused for a split second before muttering, " _Oh I'm going so regret doing this…_ "

"No!" Max breathed as she felt herself grow tired, flailing her arms weakly to try and push Richard away from her as she felt the energy in her body leave her, "Get aw-"

"Right…General background! _Oh this is gonna hurt_ …"

Everything went black as she felt Richard's forehead violently connect with her own.

Images flashed through Max's mind at lightning speed, various dribbles of information about the man in front of her. While Max had suspected that the man wasn't really a Private Detective from the moment she'd actually spoken with him in the plaza after class, the reality of the situation hit her like a high speed train: Richard Lester was merely an alias used by The Professor; a Timelord from the Planet Gallifrey. The Professor, like Max, was a time traveller – only on a much grander scale.

 _What is he doing in Arcadia Bay_?

Max continued to be bombarded by dozens of images and thoughts before the display finished and Max found herself in a dazed state leaning against the doorway to her room. She quickly moaned out in pain as a massive headache tore through her skull, looking at the ground as she nearly doubled over.

"Gah! My head!" Some unknown distorted voice cried out from the corner of her mind, "Max?" Max opened her eyes in response and gasped as she took a step back, Richard – The Professor and seemingly _just_ The Professor – was standing just in front of her and cringed as he massaged his temples with his hands, "Max, are you okay?"

"You're a…" Max tried to say in between panicked gasps as she continued to clutch at her head in pain, she pointed at the ceiling, "From outer…" The Professor tried to shush Max as she tried to take another step back, who was so dazed by the experience she didn't react as the back of her head collided with her room door, " _Oh my Dog_ …"

"Yes…SHHH!" The Professor sighed through a wall of gritted as he took another step towards her, moving his hands to steady Max's balance as she desperately tried to, "Specific details now…"

The Timelord's forehead collided with Max's again and she quickly found herself being overwhelmed by images and subconscious messages as she slowly came to understand the reason for the Professor's being in Arcadia Bay. Although she had no firm grasp on anything that she was being shown, Max gathered a rough basis on what the Timelord was attempting to show her. The Professor seemed convinced that his spaceship – called a TARDIS – had been forced to land within something called a 'Temporal Lock' which currently surrounded Arcadia Bay and also seemed pretty confident that her rewind power was strongly linked to the temporal lock in question.

Before she could interpret any more information from the Timelord, Max suddenly felt a massive pressure in her head and blacked out completely with a pounding headache. After what only felt like a few seconds, her eyes jolted open again and she quickly glanced over her surroundings.

Looking around in disbelief as she rubbed her aching head, Max blinked a few times as she became aware that she was standing more-or-less beside The Professor close to the summit of a very large mountain. The land seemed to roll on forever into the distance towards the dimly lit horizon; it looked like it was just before dawn or just after sunset.

She turned to The Professor, who was staring blankly towards a point on the horizon, "Richa - Sorry, _Professor_ …What just happened?"

"You passed out…" The Professor replied as he put his hands in his pockets, "Figured you would have…Sorry for that…This'll have to do…"

"So…Where are we?" Max asked in a low whisper as she turned on the spot.

"Gallifrey…" The Professor replied as he slipped his hands into his pockets, his voice quiet as his fringe waved with each gust of wind that blew over the mountain, "Sorry if I scared you…I felt like this whole thing would take less time…If you're going to ask 'how' we're on Gallifrey then I'll just say that we're inside my mind…kind of…Don't ask…It's complicated."

Max rubbed her head as the pain began to dull; although it was quickly replaced by a slight throbbing. She looked at The Professor and took a deep breath as she tried to keep herself calm, frowning at the coppery taste of the air.

"And where's Gallifrey?" Max asked as she spotted a large forest by the base of the mountain, even in the low light she could tell that they were a pure silver colour; it was a marvel to watch them sway gently in the breeze as the sky continued to brighten.

"A long…long way away…in the constellation of Kasterborous," The Professor answered as he turned to face Max, looking into the man's eyes now; she could see what had made them look so old before, it was the same look that Chloe's eyes held: a look of loss.

Only The Professor's eyes held more loss, far more loss than Max thought it was possible for eyes to hold. He just looked so tired of everything.

"Arcadia Bay is your home, Max…" The Professor went on as his eyes glinted with the light of the brightening sky, "This _was_ mine."

"What happened?" Max queried picking up on The Professor's use of the past tense.

"A story for another time, Max…Sorry," The man answered as he forced a smile, he sat down on the red grass at their feet and simply faced the horizon as it continued to brighten.

 _Nosey Max strikes again…_ Max inwardly berated herself as she sat down beside The Professor.

"So…Professor, you're an alien?" Max asked as she looked at Richard again, frowning as the man chuckled.

"You're the alien to me…" Richard continued to laugh as he rubbed his cheek lightly.

"Okay Professor," Max continued as she rolled her eyes, "If you're an alien, how come you look human?"

"I don't look human," 'The Professor' answered with a smile as his eyes started to wander towards the horizon, which seemed ablaze by this point, "You just look Timelord…"

"Because you cam-" Max was about to continue before her jaw slackened as she followed the Professor's eyes towards the horizon, her mind coming to a complete halt as the sun emerged from hiding.

The cloudless sky above them seemed to burn as the sun rose, turning a bright red as the blackness of the night retreated towards an unseen horizon behind her. The photography part of Max's still half-asleep mind screamed for her to take a picture of this incredible sight but even that part of her was silenced by what happened next as the sun rose higher into the sky.

One by one, the trees along the base of the mountain they were sitting on began to catch the sun's rays; Max's jaw dropped as the silver trees seemed to turn to the brightest golden hue she had ever seen, it was like the forests themselves had caught fire. She craned her neck as she sat forward, desperate to see more of the mind-blowing beauty of the most spectacular sunrise she had ever seen. As more and more forests became blots of golden fire, Max turned around to look at the Professor; the two shared a moment of silence before Max just nodded in understanding of everything she'd been shown.

The Professor returned a smile as Max's vision dissolved into blackness again.

* * *

 _Beep beep._

Max grumbled as the alarm on her phone went off; drowsily flailing her arm in the direction of her phone in a vain attempt to hit the snooze slider that was undoubtedly mocking her efforts.

 _Beep beep._

Sighing as she rubbed her face with her right hand and squinted her eyes open; Max groggily rolled over to face the table that her phone was rested on and reached out towards it, cringing in the morning light.

 _Beep be-_

Max let out a sigh of relief as she succeeded in turning off the alarm; rolling back into the centre of her bed and rubbing her eyes as ' _Something Good_ ' by Alt-J started playing on her room's stereo.

 _Man…I am so wrecked after staying up last night…_ Max thought briefly as she covered her tired face with her hands and rubbed her eyes again, _That's the last time I try to cram Quantum Physics…_

Max forced herself to sit up as she slowly moved her feet off of the bed, taking a moment to sit on the edge of her bed and look around the room. She frowned when she realised that she hadn't even changed into her nightwear before she crashed out last night.

 _Wowzer…I must have been completely wrecked last night if I didn't bother to change…_

Max paused for a moment as she looked towards her laptop, furrowing her eyebrow as she had a moment of thought. She couldn't see any of her sticky-notes on the wall behind her laptop; Max froze as she stood up and quickly walked over to the wall.

"What the fuck?" Max gasped as she looked over her desk, "This isn't my handwriting…"

Max looked at a rather sizeable pile of paper which had been neatly piled up beside her laptop, she pulled a sticky-note off of the first sheet and read over it quickly.

" _Max. Sorry again for last night, I was running out of options_ …" She read aloud as she raised an eyebrow, brief parts of her memory from earlier starting to return, " _As promised – since you won the game, I've put together a little dossier for you to read over at some point. I imagine that you'll have a boatload of questions for me after you read the notes I've left you_ ," Max paused as she eyed the large stack of paper beside her laptop; _That's just notes? Wowzer…_ " _I'll be in the Two Whales Diner for most of today if you want to drop by…_

 _P.S. Seriously, Max…This stuff is for your eyes_ _ **ONLY.**_

 _P.P.S. Sorry again; The Professor…_ "

Max put the sticky-note back down on the top of the pile and cringed as another flash of memories shot through her mind, she rubbed her forehead before returning to her bed as her phone buzzed with a text alert. Picking up the phone, Max smiled as she saw that it was Chloe who had texted her; Max's smile widened as she thought just how great it was to have Chloe back in her life again – despite all of the crazy shit that had popped up over the course of the last day.

Agreeing to meet Chloe at the Two Whales for breakfast and silently praying that she wouldn't run into the Professor while they were there – Max shuddered at the thought of what Chloe would do to the man if he interrupted them during breakfast, Max put the phone down before grabbing her shower supplies and walking out of her dorm room; unable to shake the feeling that today would turn out to be a _very_ long day.

 **Author's Sidenotes: So I'm now back from my holiday. Let us begin Act 2 and let the story continue! Expect regular Friday/Monday updates to continue as usual.** **As always, please follow and favourite the story if your liking it thus far and leave a review with either feedback or just a general opinion on your thoughts so far.**


	11. Friendly Advice

**Chapter 10 – "Friendly Advice" –** **Arcadia Bay, Oregon, United States of America – 08:14 AM Local Time, 8** **th** **October 2013**

The Professor looked over the relatively empty interior of the Two Whales Diner as he alternated between adding to his notes in front of him with a quickly dulling pencil and taking a bite from the delicious Belgian Waffle he'd decided to order for breakfast.

The Timelord put his pencil down as he took a long look out of the window over the scenic backdrop of Arcadia Bay; the sun had risen only recently; casting its golden rays across the seaside town as it climbed into the sky. The waves were calm, sloshing up on the beach gently as birds soared through the brightening sky above.

His eyes began to slowly scroll across the horizon towards the lighthouse, which seemed dormant on its perch at the top of a distant cliff.

 _It's unnerving how hard it is to escape that lighthouse...It's like everything in this town is drawn to it._

The Professor remained silent as he took another bite from his waffle, his mind wandering back to his peculiar vision about the super tornado. He drew a quick sketch of the storm from memory as he mentally placed himself back into the vision; the Timelord felt the wind whipping lashes of rain painfully against his face as he struggled to see clearly. He remembered the howling and unrelenting roar of the storm as it surged across the bay towards the unfortunate town in its path.

He remembered the pain he felt from the gunshot wound in his chest. The Professor stopped sketching the storm for a split second and contemplated the possible explanations for the wound, his brief pause led him to conceive about half a dozen theories; most of which the Timelord mentally logged to look over in detail later.

Returning to his sketch, the Professor added in the lighthouse close to the edge of the drawing as he took another bite from his waffle; appreciating the texture of the food for a few moments before swallowing.

The Timelord rubbed his temples and glanced at his watch, which was now woefully out of synch with the 'local time' thanks to the number of rewinds which had occurred since his arrival - three of which had already occurred this morning alone. He let out a low sigh and sat back in the comfy diner bench, looking around the interior of the diner - which had started to fill up by this point.

He raised an eyebrow as an odd looking woman sat down in the same booth as him, smiling at the Timelord as she sat on the bench opposite him. The Timelord took a final slice from his waffle, finishing it, before looking at the woman with a quizzical expression.

"Um...Hi?" The Timelord greeted with a forced smile as he started to chew on his final waffle slice; the slice catching in the back of his throat I'm such a way that the Professor took a drink from his cup of tea to wash it down - he hated when food got stuck in his throat.

"Why, hello there!" The woman exclaimed in such a way that the Timelord immediately felt that something was _off_ about her, "I haven't seen you here before! You new in town?"

"Something like that..." The Professor replied as he raised an eyebrow, trying to get the waitress who was at the counter's attention with a subtle wage, "I'm here for a...temporary work placement..."

"Oh how lovely! I'm glad you get to see Arcadia when the weather's at its best!" The woman continued as the Timelord started force down his cup of tea, cringing slightly at how hot the drink still was, "What work brings you here anyhow?"

"Just...work..." The Professor said through gritted teeth, becoming increasingly annoyed with the woman as he picked up his cup and plate before hurriedly placing them on the diner counter, returning a few moments later for his notepad, "It's been nice talking with you but I need to get going...busy day ahead."

 _Ugh…I am not a people person…_

With that half lie, the Timelord returned to the counter and paid out the cost of his breakfast, adding a noticeable tip before ordering another cup of tea; somewhat displeased with how quickly he'd had to chug his last one down. The waitress smiled, taking the tip with a word of thanks before moving to pour him another cup of tea.

 _Good thing I paid that ATM a visit earlier…_ The Professor inwardly commented as he sat down on one of the stools in front of the counter, _I've got enough money to last me around a week here…_

The Timelord tapped his fingers lightly on the top of the bar as he switched between watching the waitress, the two truckers that were talking one seat to his right and a clock on the wall which seemed to be broken; his thoughts wandering back to the tornado vision as he put his notepad down in front of him. He glanced over his shoulder to ensure that the strange woman who'd joined him at the table hadn't made an effort to continue their conversation, seeing that the woman hadn't moved since his departure from the table, the Timelord returned his attention to his notepad as the waitress returned with his cup of tea.

"Thank you," The Professor said with a courteous nod as he took the cup from the waitress' hands and put it down in-front of him.

The Professor cast a glance back at his notepad as he added some more detail to the drawing, rubbing his forehead briefly as he paused to think over the events of the last day. His thoughts were briefly interrupted as a police officer sat down beside him; the Timelord offered the officer a polite nod which the man returned before he ordered his breakfast.

Turning his attention back to his cup of tea, the Professor took a small sip from the beverage; holding the cup in his hands for a moment before placing it back on the counter and picking up his pencil again. He turned the page on his notebook and began a new series of notes; these ones based around the mysterious signal.

 _So we have eight unique sections which repeat every ten seconds without fail…_ The Professor jotted down a vague representation of what he'd identified as the smallest observable part of the signal: the second section. The fourth section was technically the smallest part of the signal but it seemed to have no recordable value.

The Timelord frowned as he thought over the possible meanings of a section of the pattern which could not be recorded. He skipped half of the page he was on as he brought up a mental image of each section of the pattern. The Professor then quickly etched eight identical underscores which ran across the width of the page and paused for a moment.

 _If I can't find an algorithm for this pattern…I guess I'll have to make my own…_

The Professor started the process by giving the second section of the pattern a value of 'one' (as it was the smallest he could measure) and the fourth section a value of 'zero' (as it had no measureable value). He then rubbed his chin in thought before he continued.

 _If I'm remembering this correctly – and I have no reason to doubt myself – the first section had twice the intensity of the second…_ The Professor promptly wrote 'two' above the first underscore.

 _Now…The third section has exactly twice the intensity of the first…Which would make that a 'four'…_

The Timelord scrawled the number four over the third underscore and paused as he looked over what he had so far.

 _Two, one, four, zero…Hmm._

The Professor's mind registered the sound of one of the diner's doors opening and someone entering – even over the sound of the music that was playing – but paid it little notice as he began to focus on the remaining four sections.

 _Section eight is equal to the combined intensities of section one and section three…Making it a 'six'. Section seven was exactly double the intensity of section eight…So that's a 'twelve'…Section six…Hmm…_

The Professor paused for a split second as he looked at the numbers he had in front of him, he closed his eyes again as he brought up the mental image he had of section six.

 _Section six had a value equal to section seven plus sections one and two…Meaning it has a relative value of 'fifteen'. Last but not least…Section five…which had a value equal to section six plus sections eight and two…_

The Timelord opened his eyes as he wrote 'twenty-three' above the fifth underscore. He looked over his finished work and smiled, taking a long sip of his tea as he began writing in notes to fill up the gap he'd left.

 _Two, one, four, zero, twenty-three, fifteen, twelve, six…It's not much…But it's a start at least._

The Professor looked back over the numbers as he tried to associate a systematic pattern with them, tracing his pencil between each number, then between every second number as he became increasingly frustrated.

 _There's no connection between these numbers…Other than an increase-decrease_ _cycle every two sections…Perhaps-_

A voice from across the diner snapped the Professor away from his train of thought; he turned his head to look over his right shoulder and took another sip from his tea when he saw Max talking with the diner waitress. After taking a relatively long sip, the Timelord put the cup down on the counter and waited for the waitress to walk away from the booth that Max was currently sitting in.

As the waitress turned to leave, the Timelord finished his tea with a final prolonged sip; putting the cup down with one hand and picking up his notepad and pencil with the other before he edged himself off of the stool and walked over to Max's booth.

The Professor crossed the distance between his stool and Max's booth in less than five seconds, pausing for a moment as he realised that Max had yet to notice him; the brunette was in the middle of taking a sip from her coffee as she looked out of the window to her left.

"Er…Max?" The Timelord asked as he cleared his throat and took another step towards the booth, letting out a low sigh as Max almost dropped her cup in surprise.

"Well… _Someone's_ jumpy this morning…" The Timelord commented light heartedly as he leaned on the corner of the booth, pocketing his pencil as he held his notepad loosely in both hands, his eyes darting between Max and the waitress as he spoke.

"I-I just didn't see you…That's all…" Max replied quietly after a short pause, briefly making eye contact with the Timelord before looking back out the window and slowly looking over the coastline of Arcadia Bay.

"You sure?" The Professor asked as he cocked his head, "You seem…distracted by something…"

Max paused as she put her cup down on the table in front of her and rubbed her forehead as she let out an exasperated sigh, "And what could I _possibly_ be distracted by, Professor?" The Timelord smirked as Max spoke, _I love it when she gets sarcastic…This'll be good_ , "The fact that I can now _rewind time_? How about-" _Nope. Boring…_ Rolling his eyes, the Professor briefly zoned out as Max seemed to go on non-stop for a solid minute, with only the final part of Max's sarcasm-fuelled rant catching his attention, "Or what about the fact that I think that Arcadia Bay is about to be wiped off the ma-"

The Professor held his hand up to cut Max off as he suddenly started to pay attention to what the girl was saying, "What did you just say there? The last thing?"

The brunette stopped mid-sentence and quizzically looked at the Timelord, her expression changing from annoyance to intrigue in less than a second as she looked the Professor in the eye.

"W-what?" Max asked as she looked slightly startled by the interruption, "About-"

"Arcadia Bay being wiped off the map, yes," The Timelord interrupted as he looked directly at Max and raised an eyebrow, "That's what you were about to say, correct?"

Max seemed to pause for a moment before she spoke, her voice much quieter as she continued, "Wait…do you know what happens? Being a time traveller and everything?"

"N-no…" The Professor replied as he sat down and put his notepad in front of him, "Just…What wiped Arcadia Bay off of the map?"

"A…a…" Max was about to reply before she stopped and shook her head, her cheeks blushing slightly as she sat back in her seat and rubbed her face, "No. You'll probably think I'm crazy or something…"

"Max…" The Professor muttered as he let out a long sigh, leaning forward in his seat, "You're sitting across the table from an _alien_. You really think that _you'll_ be seen as the crazy one here?"

The Professor looked at Max, his face serious as he waited on the girl opposite him to continue.

"Here's your waffle, Ma-" Came the voice of the waitress as the Professor inwardly cursed his luck, he looked to his left and quietly sighed when he saw the waitress – who was looking extremely concerned by what she was seeing, the Timelord couldn't blame her: he'd be concerned as well if he saw a teenage girl being confronted by a much older man over breakfast – standing less than a meter away from the booth, "Oh…I didn't know that you knew Max…"

The Professor lightly scratched the back of his head, forcing a soft chuckle as Max remained silent, "I've been helping Max with her extra-curriculum activities at Blackwell recently…I just thought that it might be a good opportunity to…go over today's schedule since we're both in the same place…Saves time later on."

The waitress looked away from the Timelord and glanced at Max as she put the brunette's breakfast down on the table; not looking convinced by the Professor's story. She whispered a few words into Max's ear before leaving again to serve another set of customers in a booth somewhere behind them.

"Thanks, Joyce," Max smiled as the waitress left them before she took another sip from her coffee.

"As you were going to say, Max…" The Professor tried to pry further as he put his pencil on top of his notepad, "Wiped off the map by what?"

"A storm…" Max said simply as she seemed to gauge the Timelord's reaction, "I had a…"

"Very lucid vision?" The Professor finished as he cut across Max, causing her eyes to widen slightly as he continued, "Massive super tornado ripping the Bay to shreds? That kind of thing?"

Max almost froze in place, "How did you know that?" She mouthed as her eyes wandered down to the Professor notepad and widened further at the sight of what the Timelord was pointing at on his notepad: the sketch he'd made earlier of the tornado, "T-that's it? But how!?"

"You didn't by any chance have a rather unpleasant out-of-body experience yesterday evening, did you?" The Professor asked as he pushed the notepad across the table, his hand pulling a small corner off of Max's waffle on the way back and tossing it into his mouth before he continued, "Just before that bizarre snowfall?"

The Professor continued to chew slowly on the piece of waffle, admiring the taste as Max sat there speechless as she looked at his sketch, "I'll take that as a 'yes'…"

" _Wowzer_ …I can't believe this…" Max breathed as she rubbed her forehead and proceeded to eat her waffle, "So what does that mean? That it's definitely going to happen then?"

"I'm not sure…" The Timelord muttered as he went to stand up, pocketing his notepad as he glanced over his shoulder in the direction of the diner's front doors, "But I'm going to do some digging…"

"On what?" Max asked as she carefully followed the Timelord's movements.

"That remains to be seen…" The Professor answered simply as he fixed his tie, "But Max?"

Max nodded as she chewed on her waffle, still noticeably in shock from the Professor's revelation.

"Can you at least _try_ to keep the rewinds to a minimum?" The Professor half demanded-half requested as he stood up, "At least until I determine how they're related to what's going on… _Seriously_. Give those notes I gave you a read as well…I'd like you to at least have a basic understanding of what's going on here."

Max nodded again as she swallowed a mouthful of waffle she'd been chewing, watching the Timelord carefully as he began to make his way out of the diner.

"I mean it, Max…" He warned with stern look before he went to turn around, "Even I have no idea what we're truly dealing with yet…"

With that, the Professor quickly left the diner; frowning as he stopped just outside now that the tasty smell of the diner had vanished, after a brief pause and look over the diner car park he started to walk back in the direction of the junkyard: he'd need to grab a few things from the TARDIS storeroom before he could continue his investigation.

 _Hopefully the old girl still has enough juice in her to keep the storeroom running…_

The Timelord had barely made it four meters from the diner's front doors when an aggressive sounding female voice hollered at him from across the car park. The Professor pinched the bridge of his nose as he turned his head to face the source of the shouting and let out a noticeably long sigh when he spotted that it had come from someone who looked like they'd just come out of a punk concert.

"Hey!" The blue haired teenage girl yelled as she crossed the distance between herself and the Professor much quicker than the Timelord had anticipated, "Hey! Asshole!"

 _Oh for crying out loud,_ The Professor inwardly sighed as he turned to face the girl, _Give me a break…_

" _Yes_?" The Timelord asked from behind a smile of gritted teeth as he slowly tried to hurriedly end the conversation and get back on track.

"Why the hell are you stalking Max, creep!?" The girl demanded as she aggressively pointed her finger at the end of her mostly covered but still easily noticeable heavily tattooed right arm at the Timelord, "You get a kick out of following high school girls around!?"

 _Great…Max must've told one of her 'friends'…Interesting, I didn't think that Max hung around with people like this._

The Professor crossed his arms and shot a look at the girl that caused her to momentarily hesitate in her advance towards him, "I'd advise that you stay out of this. You have no idea what's going on."

"I have enough of an idea to be _hella_ concerned about what you're doing!" The girl shot back as the Timelord rolled his eyes again, "She's my friend you know!"

The Professor simply turned his entire body to face the girl, somewhat fed up with her attitude already. Time seemed to slow down for the Professor as his eyes darted over the girl's appearance, cataloguing every important detail as he tried to find a pressure point which could quickly shut the confrontation down so that he could get back to work.

 _Let's see…Appearance is dominated by the colour blue…Blue beanie, blue hair, blue fingernails…Jeans are also a shade of blue…Clearly a rebellious personality. Problems at home? Perhaps. Attitude would be synonymous with a childhood loss of some kind…But what? Best stay clear of that topic until I know more…_

The Professor's mind continue to cycle through various possibilities and ways to end the conversation at lightning speed, the Professor's gaze darted back to the girl's face and came to a quick conclusion.

 _Facial structure is somewhat similar to that of the waitress inside the diner…Her mother? Possibly…_

"I'd really love to stay and chat Ms… _Price_ ," The Professor said after a slight moment of hesitation as recalled a few names he'd heard tossed around in the diner relating to the waitress, smirking slightly as the girl flinched and took a small but noticeable step back, _Gotcha_ , "But I have a _really_ busy day today…And I think you're needed inside…You're mother made it sound like you were late for breakfast…Can't have that now, can we?" The Timelord made to turn around, "Hurry on then!"

The young Price in front of him opened her mouth to retort, clenching her fist for a moment before relaxing it and muttering an insult under her breath. The Timelord smirked as the girl borderline barged him out of the way as she made for the diner's entrance, he watched her from where he stood for a few moments before she disappeared from view and walked to the other side of the diner.

With a shrug, the Timelord made a mental note not to pry into Ms Price further and branded her as a potential mental timebomb before continuing on his course towards the junkyard. The last thing he needed was to potentially force a divide between himself and Max which would hinder his efforts in the future by agitating the girl: who was clearly a close friend of Ms Caulfield.

The Professor's inner frustration returned less than a minute later as he felt the tell-tale signs of a rewind kick in, he contemplated turning on the spot and storming back into the diner but quickly decided against such a brash action. Rolling his eyes in frustration, the Timelord looked back at the diner and sighed.

 _Kids…I swear,_ _I've walked less than a block, Caulfield…Don't push it._

Shaking his head in annoyance, the Timelord merely continued to walk up the road with his hands in his pockets as time resumed its normal forward march: the sooner he solved the mystery of Arcadia Bay, the sooner he could distance himself from the headache-causing paradoxes that the town harboured.

 **Author's Sidenotes: Apologies for the slightly delayed upload today, I was away on a three day hike and only arrived back an hour ago. Hopefully you've enjoyed reading this chapter and the fic so far. As always, leave feedback with reviews and favorite/follow this fic if you're enjoying the story.**

 **In regards to queries on the lengths of the chapters in this fanfiction, I prefer to write each chapter in one or two sittings (that's why none so far have crossed the 5000 word mark) however I have plans for later chapters to be much longer than that.**

 **Expect Chapter 11 to be uploaded at some point on Monday - actually scratch that, Chapter 11 is turning out to be a lot longer than intended, expect a slight delay for the upload.**


	12. One Way to Say Hello

**Chapter 11 – "One Way to Say Hello" –** **Arcadia Bay Junkyard, Oregon, United States of America – 09:04 AM Local Time, 8** **th** **October 2013**

The Professor momentarily paused at the entrance to the junkyard as he let his eyes wander over the chaotic landscape of the Arcadia Bay Junkyard. He slipped his hands into his suit pockets and watched the railway line on the other side of a junkyard as his ears picked up the sound of an approaching train over the otherwise calm chirps of birds from various trees which surrounded the junkyard.

The Professor remained in place as he watched the train speed past with its large haul of timber towards an unseen destination; once the train had vanished from view the Timelord slightly adjusted his tie and continued on his course towards his inactive TARDIS – which was located just behind a heavily rusted school bus on the other side of the junkyard.

 _Better make this quick…_

The Professor ran a hand through his hair as he walked, cringing slightly at the squelching sound the wet ground was making as he moved over it.

 _This'll be the end of these shoes…_

The Timelord wandered around the rusted school bus as he let his mind thinking back over the events of the day so far; the fact that he still had no further mental gains in regard to the pattern he'd deciphered in the Two Whales Diner continued to nag at him.

At the thought of the pattern, the Timelord removed his laser screwdriver from his pocket and brought up the display showing the repeating pattern. The Professor frowned as he mentally noted that over the course of the past day the pattern had become distinctly more noticeable against the typical background interference of Arcadia Bay.

 _That's not good…Compared to yesterday this pattern might as well be yodelling 'I'M MYSTERIOUS' with a megaphone._

The Professor paused mid-thought and frowned as he pocketed the screwdriver again, he turned away from the school bus and continued to walk in the direction of his TARDIS. His mind briefly corrected itself as the mention of yodelling dug up an unpleasant memory.

 _Hmm…Maybe not yodelling…That'd just be unpleasant._

Cringing briefly at the distant memory of an Alpine visit gone horribly wrong, the Timelord shook his head to clear his thoughts as he turned a corner forged by a rusted car, half a dozen barrels and various other wasted appliances – which even included an overturned boat next to a washing machine.

 _The things humans throw away…such a wasteful species._

He paused by the car for a moment and looked at an empty green bottle that was precariously balanced on the hood of the vehicle beside a comically oversized tire. Frowning slightly, the Timelord picked up the bottle and looked at it for a brief moment before his sudden curiosity ended and he flung the bottle over his shoulder with a meagre sigh; the sound of glass shattering against the rusted interior of the bus behind him which quickly followed caused the Timelord to cringe in discomfort.

 _Enough fooling around, I'd better get to the TARDIS._

The Professor only had to walk a few more meters before his beloved machine came into view, the two meter high black box was tucked comfortably against the side of the heavily rusted school bus and, much to the Professor's concern, seemed to have sunk into the muddy ground slightly. The Timelord rubbed his check as he quickly walked over to the front door of the TARDIS, his mood turning gloomy as a brief reminder that the control room would not be offering a welcoming _beep_ or _deet_ once he walked inside the door popped into his head.

 _Just hang in there, Sweetie…_ The Professor mentally consoled as he rubbed his hand gently against the dark exterior frame of the vehicle, his eyes gleaming over the slightly faded golden swirls of Gallifreyan text which still seemed to glow in the morning light, _I'll get you out of this._

With a quick glance over his shoulder, the Timelord took out his screwdriver and quickly unlocked the main door to the control room. Letting out a small sigh as he gently pushed the door open and gazed into the dimly lit control room inside as the morning sunlight cast a lazy golden hue around the area close to the open door.

"Right then…" The Professor muttered as he stepped inside, closing the doors behind him as the sound of an approaching train became increasingly louder.

The Timelord squinted his eyes as he struggled to make out the finer details in the control room thanks to the sudden change in brightness, the control room was covered in a dark blue hazy fog and only illuminated by three dim white lights scattered across the ceiling of the control room.

The Professor traced his eyes over the dark walls of the control room as his eyes quickly adjusted to the low light level; he fixed his cuff links quickly before pulling a torch out of his pocket and wandering towards a door on the other side of the control room.

* * *

"Is this a race?" Max called out as she struggled to keep up with Chloe as the two of them entered the junkyard, casting a brief glance towards a freight train which was powering along the rails on the opposite side of the junkyard.

"Keep up," Chloe replied simply as she kept up the pace and took a right.

"How many times are you going to get pissed at me this week?" Max asked as she drew level with her blue haired best friend, referring to how Chloe had reacted earlier when Max had taken Kate's call in the Two Whales Diner.

"That depends on you," Chloe replied as she turned to face Max, "And how well you do in this phase of the test…" Pausing for a moment, the bluenette took a drink from her bottle of beer before turning on the spot, "Welcome to American Rust," She welcomed with a smile as she gesture around the junkyard, "My home away from Hell."

"Raw and rough," Max commented as she looked over the chaotic landscape of the junkyard, "It suits you…"

"Max, do you know how awesome this is?" Chloe exclaimed with a large smile as the two of them stopped walking. "I get my best friend back and she's also supersized?"

Max shrugged the last part of Chloe's comment off, "We don't know for how long."

" _Exactly_ why it's time to have fun," Chloe added with a teasing smile as she walked off again towards the nearest corner of the junkyard.

Max kept up with Chloe as the sound of the passing train withered into the distance and was replaced by the peaceful humming and chirping of the birds that had nested around the junkyard. Chloe paused beside an old rusting junker which was propped up haphazardly by an assortment of random junk which had been piled up and reached into a pocket on the back of her jeans, her hand re-emerging a few moments later with something that almost stopped Max's heart dead.

"Are you kidding?" Max gasped as she took a step back at the sight of the revolver; the same revolver that Chloe had shown her at the lighthouse just before her vision as a token of Max's 'badassness', "Chloe, you said that you put that back!"

"Chillax would ya?" Chloe laughed as she playfully cocked her head at Max, "I need it for this phase of the test…" Chloe's smile quickly vanished when she saw the expression on Max's face, "What's wrong?"

"After yesterday, I'm kind of over guns, Chloe," Max silently muttered as she put her hand over her chest, "It freaks me out that you have one."

"What's wrong? Don't you trust me?" Chloe asked, sounding more than a little hurt at the idea.

"Of course I do…" Max assured as she took a step forward, still eying the weapon in Chloe's hand, "Just not that gun…"

"Pft. You have more power than an army…" Chloe remarked as she turned around and pointed the revolver at a rusted car behind the two of them, "Don't be scared of my little toy."

Chloe dropped the revolver to her side and turned back to face Max, holding out her half full bottle of beer, "Drink?"

Max shook her head and took a step back, "Yuck."

"You are so cute," Chloe laughed, taking a small drink from the bottle before continuing, "You haven't changed a bit."

"Okay, let's do this. Can you find five bottles while I prep the shooting range?"

"Beer _and_ guns?" Max pointed out as she crossed her arms, "Nice combo."

"You can handle it," Chloe assured as she put her hands on Max's shoulders, "Now go find us five bottles," The blunette took a step back and clasped her hands before making a silly but pretty cute puppy face, "Pretty please?"

Max laughed as she turned on the spot, deciding to play along with Chloe's 'test' for the moment. So long as it just stayed harmless fun.

 _Harmless…Yeah right. Since when were guns harmless?_

Letting out a sigh of defeat Max wandered off into the chaotic metal maze that was the Arcadia Bay Junkyard in search of five bottles, a small corner of her mind reminding her about the Professor's warning back in the Two Whales.

 _Remember, Max…This power is not a toy…The last thing I need is for someone like the Professor to be pissed off at me._

* * *

The Professor let out a low whistle as he navigated his way through the labyrinth of dark corridors of the TARDIS; the bright beam of his flashlight almost seemed to be a solid object thanks to the blue haze that appeared to be everywhere the Timelord went. His eyes darted from corner to corner as he hurriedly tried to worm his way towards the equipment storage warehouse fourteen levels beneath the control room, his flashlights beam dancing across the bland, angular grey walls and ceiling of the corridor as he walked.

"This is the last time I turn off environmental control…" The Timelord muttered as he turned a corner, the air from his mouth forming a cloud in front of his face for a brief moment as he expelled it from his lungs before falling to the ground and joining the rolling cloud of mist, "It's absolutely freezing…"

The Professor's footsteps and mutterings seemed to echo indefinitely in the empty corridors, something which only served to remind the Timelord that he was walking in a TARDIS that was near death; the Timelord sighed, he already missed the gentle ambient hum of the TARDIS.

He didn't feel so alone then.

A sudden feeling of vertigo stopped the Professor in his tracks as he felt the entire TARDIS shake, he continued walking after a brief pause to steady himself as he pushed both the rising pressure in his head and the quiet groans of the TARDIS' superstructure to the back of his mind.

 _Another rewind? You're really pushing it now, Caulfield._

The Professor remained quiet as the odd ambience that the rewinds had continued to play out, narrowing the Timelord's field of view as he forced his way through the now-much-more-resistive mist that flowed along the floor of the corridor. His mind momentarily hiccupped as the Professor's ears picked up the distant-yet-distinct sound of a train slamming on its brakes.

He turned on the spot in both concern and intrigue to look behind him, the beam from his torch vanishing into the darkness as the Timelord pointed it towards the distant end of the corridor. Almost as suddenly as the rewind had occurred; it stopped, taking with it the peculiar train sound.

 _Well…That was strange._

Mentally logging the oddity for future brainstorming, the Timelord turned around and continued to walk up the corridor, abruptly stopping after a few more minutes of walking and crouching down onto one knee to waft his hand into the mist, clearing it for a few moments.

"Figured…Gravity lift's out…" The Professor muttered with a hint of disappointment as he stood up again and darted his eyes along a nearby section of corridor wall before spotting a hexagonally shaped panel, "And…Maintenance hatch…brilliant…"

The Timelord briskly walked towards the hatch in question, putting his torch back into his pocket and exchanging it for his laser screwdriver. With a quick flick of his wrist, the Professor set the device to passive mode and ran the tip of it along the rim of the hatch as the screwdriver let off a low _hum_ ; moments later, the hatch clicked open as the Timelord pocketed the screwdriver and pulled the hatch off of the wall, placing it by his feet as he climbed onto a ladder inside a small vertical shaft.

Much to the Timelord's irritation, the mist poured in through the open hatch and began falling to the lower levels of the TARDIS through the shaft like a fluffy waterfall.

 _Great…Now the rungs will be freezing – if they weren't already._

Casting a glance downwards, the Timelord let out a low whistle before he pocketed his laser screwdriver began his descent, letting out a small hiss of discomfort at how cold the first few rungs of the ladder were as his bare skin made contact with them.

* * *

 _Max was here._

Max read over what she'd written on the wall of Rachel and Chloe's junkyard den for what had to have been the fifth time, her hand was still noticeably shaking as she cast a nervous glance towards the door.

 _Do I really have the right to do this? This is Chloe and Rachel's place…I probably shouldn't even be here._

Taking a step back, Max looked around the cluttered interior of the den from where she stood, her eyes darting between the various objects that Rachel Amber had left behind since her disappearance. Max's eyes lingered on the spot where she'd seen Chloe and Rachel's friendship bracelets, her chest tightening at the thought of Chloe replacing her.

 _I can't blame her…_ Max inwardly sighed as she turned back around and looked at her writing on the wall, _I did leave her alone for five years and didn't bother trying to contact her…_

Max reached out her hand and rubbed the wall with her still shaking hand as she smiled tearfully; sniffling, she took a step back and shook her head.

 _No…I shouldn't have written that. Not when Chloe's still hung up on Rachel…_

The brunette closed her eyes and held out her hand, standing in place before she bowed her head and dropped her arm back to her side, mentally unable to even start the rewind. Max shoulders dropped as she quickly wiped her eyes and looked at the two empty bottles in her half-open camera bag and walking out of the den.

* * *

The Timelord sighed as he half threw himself out of the maintenance hatch, landing on his feet with a dull _thud_ on the mist covered corridor floor. Looking around the darkened corridor as he took out his torch, the Timelord let out a small sigh before resuming his search for the TARDIS storeroom.

"Should be around here somewhere…" The Timelord commented with a quiet mutter as his eyes locked onto a corner about a dozen meters ahead of him on his left, "There it is…"

The Timelord quickly closed the distance between himself and the corner as he sped up to a jog, turning the corner quickly and continuing up a short corridor before stopping in front of a pentagon shaped door. Glancing over the door quickly, the Professor deduced that the door was inactive and proceeded to walk over to a small panel by the side of the door as he switched out his torch for his screwdriver again.

The Professor pulled off the access panel quickly and buzzed the inner workings of the door's circuitry with his screwdriver quickly before reading over his screwdriver's diagnosis. With a small shrug, the Timelord judged that the solution was a simple one and promptly adjusted the dial at the base of his screwdriver before pointing the device at the circuitry again and activating it.

"Open sesame…" The Professor smiled as the whirring of his screwdriver was soon accompanied by an affirmative _beep_ as the door slid open.

Wasting little time, the Professor walked inside the storeroom and quickly began hunting down the various pieces of equipment that he was going to need.

* * *

"Gah!" Max gasped in fright as she jumped back to avoid a falling spool, "Shit…"

Max cringed as the spool took a large tire and wooden box with it as it fell, completely blocking her way out of the cramped party pit. The brunette didn't even have to think of a proper way out as she lazily held out her hand and braced for the slight pain that she had started to feel with each rewind.

Wincing slightly as she felt the pressure build up in her head, Max felt her vision cloud slightly as she watched the events of the last few seconds play out in reverse; the spool, tire and box tumbling upwards back to their precarious positions on the hood of a rusting car.

As Max lowered her hand to halt the rewind, she used her other hand to brace her camera bag (which was holding four glass bottles by this point) and hurriedly moved to get through the relatively narrow exit before the spool fell again. The brunette made it through and turned around only to raise an eyebrow in confusion when she saw that the spool hadn't fallen over.

 _Okay then…Well fuck you too, spool of doom._

Max rolled her eyes at the defiant spool and began to wander towards the other side of the junkyard in search of the final bottle for Chloe's test, casting a sympathetic glance at the rusted-beyond-repair school bus which dominated the centre ground of the junkyard as she slowly walked around it.

Max paused for a moment by an overturned boat close to the back of the bus as her eyes caught sight of broken glass dotted around the area, crouching down Max picked up a shard of the green glass and scowled when she realised that it was pieces of a shattered beer bottle which were scattered around the back of the bus.

"Urgh…Are you cereal?" Max groaned as she stood up and looked around the junkyard from where she was standing for any more bottles.

The brunette sighed as she adjusted the straps on her camera bag, deciding to continue towards the corner of the junkyard in search of a fifth bottle. She'd barely taken five steps forward when she paused again.

 _Are those footprints?_

Max frowned as she crouched again to get a better look at the footprints in the muddy ground of the junkyard in front of her.

 _I'm no expert…But these look fresh…_

Max continued to look at the direction of the footprints as they continued towards the other side of the bus; intrigued, she stood up and slowly walked alongside the trail as it suddenly disappeared behind the bus. Upon turning the corner, Max froze in place at the sight of a black box barely five meters in front of her.

"Holy shit…" Max breathed as she took a step back in shock, her heart missing a beat as she subconsciously recognised what she was looking at, "Oh my Dog is that...The Professor's TARDIS?"

Max slowly walked forwards towards the mysterious box; pausing for a moment to cast a glance in the direction of Chloe, who was still waiting on her to return, before she took another hesitant step. The sound of rustling leaves to Max's right drew her attention momentarily away from the box in front of her; turning to face the source of the noise, the brunette's eyes widened when she was confronted by the sight of a doe.

 _Wowzers…_ Max's dumbfounded mind quipped as she took a hesitant step towards the doe, squinting as she got closer to get a better look at the animal; _It looks like that doe in my tornado vision…_

Max's hand carefully wound its way into her camera bag as the doe began to move up a small hill a few meters to Max's immediate right. The brunette chose to ignore a sudden text alert on her phone for the meantime as she continued to watch the doe a few meters in front of her.

 _That doe is a perfect photo opportunity…_

Max smiled as she pulled out her Polaroid camera and slowly worked her way towards the doe, which seemed to be waiting for her at the top of the hill.

* * *

"I should probably have brought a bag for this…" The Professor sighed as he hefted a dimensional feedback loop – a rather bulky piece of equipment, over his shoulder; wobbling slightly as he tried to steady his balance, " _Arg_ h…Scratch that…I should have _definitely_ brought a bag for this…"

The Timelord sluggishly moved the piece of equipment towards a growing pile of various appliances close to the storehouse's entrance, casting a glance towards the pile as a large part of his mind began to wonder _exactly_ how he was actually going to get half of the things in the pile out of the TARDIS without the gravity lifts running.

 _I'll think of something…I'm sure there's stairs somewhere on this level._

The Professor reached the pile after about a minute of walking and was in the process of carefully adding the dimensional feedback loop to the pile when a sudden alerting tone from his screwdriver caused him to haphazardly drop it; the heavy piece of equipment landing with a jarring _clang_ which echoed throughout the store room.

Paying the sound little attention, the Timelord quickly removed his screwdriver and glanced at the sudden results that it was showing, his eyes widening in both concern and excitement.

"A dimensional rift?" The Professor asked with a growing smile as he abandoned what he was doing and ran towards the exit of the storeroom, "This just keeps getting better and bet-"

The Timelord froze in place as he became aware of a distinct purring sound that was quickly increasing in volume, his ears twitching as he tried to put his finger on where the noise was coming from. After a small two second pause, the Professor's grin widened as the purr turned into a constant hum and several lights switched on; the entire TARDIS seemed to shake for a moment before settling again as the environmental controls re-engaged.

"Oh!" The Professor almost gawked as he turned on the spot to see more lights in the corridor turn on, his loud and almost giddy laughter rebounding off the walls as he spoke, "A dimensional rift that's _leaking_ Artron energy! Has someone been reading my Christmas Li-"

The Timelord's question was interrupted as he was abruptly reminded of precisely where he was standing as he was suddenly tugged upwards towards the ceiling, letting out a small sigh as he made to straighten his composure in his suddenly weightless and upward moving state.

"Gravity lifts…gotcha…" The Professor sighed before a sudden thought struck him, _Wait…who turned the power back on?_

The Professor didn't have long to ponder this thought before the lift, lights and ambient humming suddenly cut out, plunging the Timelord in darkness as he fell a good three meters back to the metallic floor below.

"Oof!" The Timelord grunted upon impact with the floor beneath him as the fall made him stumble; he quickly regained his balance and started to run towards the maintenance hatch which would take him back to the control room.

* * *

"Oh my Dog…" Max breathed as her curiosity got the better of her and she pushed open the door of the Professor's TARDIS.

Although Max had some idea of what to expect thanks to the Professor's memory transfer the night before, the reality of the TARDIS took her completely by surprise as she took a hesitant step into what she guessed was the main control room. Narrowing her eyes to see clearly in the dimly lit room, Max took another hesitant step forward as she walked onto the central platform and slowly looked around.

"Whoa…" The brunette mouthed as she looked at the inactive main control console, which was dimly lit by a small trio of lights; casting a cool blue hue over the rest of the room.

Max's hand was halfway into her camera bag when her eyes caught sight of a familiar face standing in front of a large screen on the other side of the console.

"Professor?" Max cautiously asked as she took a step towards the exit, casting a careful glance towards the flickering, blue representation of the Timelord, "I-I'm sorry for-"

" _This is Security Protocol Six-One-Seven…_ " The unresponsive and rapidly flickering hologram of the Professorinterrupted as it looked directly at the central console, " _This time capsule has detected the presence of an unsafe build-up of Artron energy within a localised life form…"_

Max froze as the door slammed shut behind her, throwing the control room into total darkness – save for the dim blue lights above the central console; she felt the hair on the back of her neck stand as the hologram continued to speak in the same monotone voice.

" _Please remain still and await Artron withdrawal…_ " The hologram requested briefly before it vanished.

"Er…Okay…" Max muttered as she cast another glance at the door and stepped back onto the central platform before freezing on the spot.

"Whoa…" the brunette shakily breathed as she held out her hand in front of her face, widening her eyes as she noticed that her right arm was completely engulfed by a blue hue that was steadily increasing in brightness and moving up her arm towards the rest of her body, bringing with it an uncomfortable sensation pins and needles.

Max's feeling of unease quickly turned to one of panic as her entire body became engulfed by the blue light, freezing her in place as her entire body went limp. The brunette's mind went into panic mode as she felt a throbbing pain in her hand that only got worse as she became increasingly light headed; the feeling stopped abruptly as she felt another nosebleed come on. Max staggered back a few steps now that she was suddenly able to move again as the control room lit up with a stunning combination of blue and white lights. Blinking a few times to adjust to the sudden increase in brightness, Max was quickly blinded again as the room plunged into darkness.

The brunette stumbled into a guardrail in the dark, knocking her camera bag against something; the jangling of the glass bottles bringing max back to her senses as the hologram appeared again.

" _Artron withdrawal completed. Alert. Build up continuing…Recommend full cognitive scan…"_

"Nope…" Max panted as she hurriedly backed towards the exit – which had opened at some point during the last few seconds, holding her nose as she felt a trickle of blood seep down her face and wiping it as she slammed the door closed behind her, "Nope. Nope. Nope."

* * *

The Professor rubbed his forehead as he walked into the control room following the conclusion of what had to have been the third rewind in less than a minute, looking concerned as he ran his eyes over the interior of the room; he'd heard the unmistakable echo of the main door slamming shut less than five minutes ago, which could mean only one thing.

"Someone was in here…" The Professor muttered as he calmly strode onto the dimly lit central platform, casting a glance towards the main door as he walked around the console, "But _whom_?"

The Timelord paused as he leant over the main console, giving it an affection pat as he took out his screwdriver and performed a quick scan of the console's low level subroutines that were still running.

"Well that's odd…" The Timelord commented as he raised an eyebrow at the results of the brief scan, "By the looks of it, the rift wasn't what supplied that sudden surge of Artron energy…Someone – or something – activated security protocol six-one-seven…And since we're running batteries now, the sensors can't tell me who it was…"

The Professor turned to face the exit of the control room, taking a step towards the door as his eyes caught sight of something shiny on the floor close to the exit which had briefly reflected some of the dim light coming from the control console.

Crouching into a squat, the Timelord quickly identified the object as a sheet of printed instant film. Curious, he picked it up and looked at it closely.

 _Where is there a picture of a tree and some bushes on the floor of my TARDIS control room?_

The Professor stood up with the picture in hand and walked back to the control console, pausing for a moment as a thought popped into his head.

 _I only know one person in Arcadia Bay who uses instant film…_

Putting the eventless picture on the console, the Timelord turned around and walked back towards the door with his mind running several different trains of thought at once.

 _Why would Max even be here? I swear; that girl's the one who's following me._

 _Strange how Max set off that security protocol; I hadn't even thought to check her body's background level of Artron energy. Thanks Sweetie…even if you did it on autopilot._

The Professor paused just in front of the doors, raising an eyebrow as his hand hovered barely an inch away from a hand-sized bloody smear close to the edge of the door.

 _Is she bleeding? Can't be…_

The Timelord's inner thought patterns were shattered by the sound of a nearby gunshot and an accompanying scream.

* * *

"Looks like five will have to do…" Chloe said as she finished off her drink and added her bottle to the line of other beer bottles which mad up the shooting range, "Now," She continued as she aimed her revolver at the bottle furthest to the left, "You have to help me aim."

Max took a deep breath as she eyed the bottle that Chloe was aiming at; still not comfortable with the fact with a Chloe had a gun – especially not after seeing her get shot the day before. She gave Chloe the nod to fire, "You're on target…"

Max jumped at the sound of the gunshot, feeling like she was back in the Blackwell girls bathroom watching her best friend die in front of her; completely helpless to do anything to help her as the gunshot echoed in her ears.

Unless-

The brunette snapped out of it as she mentally assured herself that her best friend was standing beside her and was very much alive. Taking another breath to calm her nerves, Max remembered where the bullet had impacted and held out her arm to rewind a few seconds into the past; watching everything playback in reverse for a few moments before she dropped her hand to her side and looked at Chloe, "Aim a bit to the right…"

"Sir, yes sir," Chloe said with a smile before she pulled the trigger, looking at Max in amazement as the bottle shattered from the direct hit, "Oh yes! Did you see that shit, Max?"

"Duh."

"That was so fucking cool. Now for the second bottle. Now, Max. Where do I aim?"

Max assured as she prepared to rewind, "You're on target, pull the trigger."

Sure enough, Chloe's shot fell short, striking the woodwork of the shooting range beneath the second bottle. The brunette held out her hand and quickly rewound a few seconds into the past.

"-Where do I aim?" The bluenette 'repeated' as she steadied the revolver in her hands.

"Aim slightly above," Max guided as she crossed her arms and watched the second bottle.

"Right between the eyes…" Chloe smirked as she steadied her aim before pulling the trigger; sure enough, the second bottle suffered the same fate as the first once Chloe pulled the trigger, "Watch out, Nathan!" the bluenette quipped as she turned to face Max, "Now that is fun. Let's pump up the volume and find me another target," She turned away from the range, "I want to get creative here…"

After a brief pause, Max pointed towards a wheel rim that was balanced about chest height, "Let's take out this wheel rim on your left."

"Taking out the wheel rim now…" Chloe said as she turned to face the targeted wheel rim before pulling the trigger, her eyes widening as the bullet ricocheted off of the rim and shattered the third bottle, "Hella yes!"

"Nice shootin', Tex," Max smiled before she rubbed her head slowly, starting to feel a little fatigued by the number of rewinds she'd had to do in such a short period of time.

"Now that's what I'm talking about!" Chloe cheered, still impressed by the ricocheting trick shot from a few moments ago.

Max looked at the blunette as she put her hand son her hips, "Satisfied?"

"Like, never," Chloe chucked as she raised the revolver again, "So I want one more ubercool trick shot…"

Max pointed at the precariously balanced rusted car to the right of the shooting range, "How about using that junker for a target now?"

Once Chloe nodded in understanding, Max quickly looked over the target junker, "Put a real dent in that front bumper."

"Goodbye, cruel bumper…" Chloe said, jokingly mimicked a cliché as she lined up the shot and pulled the trigger.

Much to Max's horror, the bullet immediately ricocheted off of the bumper and struck Chloe in the chest; the bluenette doubling over in pain from the shot as Max's heart almost stopped.

"Jesus, I shot myself!" Chloe cried out in pain as she dropped the revolver and covered her wound; almost falling to the ground in shock, "I shot myself! Back up, back up!"

"Stupid gun!" Max muttered in shock as her arm shot out to hastily rewind, "Hold on Chloe!"

Everything froze in place as the rewind started the brunette wincing at a stabbing pain at the back of her head as everything began to play in reverse. Max couldn't help but feel increasingly light headed as the rewind progressed, causing her to drop her hand and cease the rewind altogether.

"H-how about aiming for the left tire?" Max directed as she continued to rub her head in pain; feeling entirely overwhelmed by the events of the past few moments. She couldn't lose Chloe…Not again.

"Adios, spinning wheel of death…" Chloe quipped as she lined up and took the shoot, the hissing sound of escaping air from the tire soon followed as the junker began to list and slide towards the shooting range from its already precarious position.

The junker crashed into the range, smashing the remaining two bottles before the bumper snagged; causing the car to abruptly flip forwards, landing on its roof with an ear shattering _clang_ as the duo took a step back in awe.

"Ubercool," Chloe smirked as she broke the awe-filled silence; turning to face Max, she quickly pulled the brunette into a tight hug, "I cannot believe this is for reals. My best friend is a superhero! Now it's your turn to bu-" Chloe paused, looking concerned as she noticed the pained look on Max's face, "Max?"

"I don't know…" Max answered as she swayed on her feet, sounding somewhat distant as she put her hand to her nose to wipe away another seeping flow of blood.

"Max, your nose," Chloe pointed out as she put her hands on her friend's shoulders, "Damn…"

"Che?" Max breathed as she felt a massive pressure build up in her head, knocking her off balance as Chloe tried to keep her upright, "I…don't…feel so super…"

The last thing Max remembered before blacking out was Chloe calling her name.

* * *

 _The Professor looked around the swirling darkness that surrounded him, struggling to hear anything over the thunderous howling that seemed to be coming from everywhere._

" _I remember you!" Called a distorted voice from behind the Timelord, "The liar!"_

 _The Professor turned on the spot only to be confronted with a dark haze barely a meter away from where he stood._

" _Hello!?" The Timelord called out as a fork of lightning shot through the sky, illuminating the environment where the Timelord stood; he seemed to be standing on an empty street corner close to the outskirts of Arcadia Bay, "Who's there?"_

 _The area was suddenly plunged into darkness again as thunder boomed down from above._

" _You think that I'd forget something like that!?" The voice called again as the Timelord froze at the sound of a metallic click which was close enough to be audible over the howling wind._

 _The Professor took a step towards the sound, and reached into his pocket for his laser screwdriver only to find it missing. Panic started to creep into the Timelord's mind as another fork of lightning shot through the air._

" _YOU DID THIS! ALL OF IT!" Another voice roared as the Professor's eyes became fixated on the distant storm out at sea, already the waves at the coast were slamming into the tiny unprepared town, "AND I'M GOING TO STOP YOU BEFORE YOU KILL ANYONE ELSE!"_

 _The Professor was about to turn to calm the newer voice down when he was suddenly shot in the back by an unseen assailant, his mind clouding as he heard the booming gunshot and then the thunder which drowned it out as he collapsed to the ground in a crumpled heap._

 _Looking at the sky as his vision began to darken, the Professor struggled to keep his eyes open as the rain started to fall; large droplets slamming into his face like hailstones. The Timelord felt his blood start to seep out of his wound and wash away thanks to the rain as he struggled to move._

" _Shh…" the first voice said again, strangely sounding like the person's mouth was at the Timelord's ear, "Just embrace it…Finish the job."_

 _The Timelord grunted in pain and turned to face the source of the voice as he felt himself grow distant and his limbs frustratingly unresponsive._

 _The Professor froze at the sight of the man's distorted face; although it was difficult to make out much about the man's features, there was an unmistakeable thing that the Timelord noticed right away._

 _That man's eyes were glowing._

* * *

The Professor's eyes sluggishly opened to the sound of shouting just outside the TARDIS door; quickly pulling himself upright from his awkward position at the base of the control console, the Timelord blinked a few times as he steadied himself on his feet.

"Well that was bizarre…" He muttered under his breath as he started to walk towards the door, scratching his head as the voices started to become louder and more heated.

The Professor reached the door and slowly opened it enough to see outside without making it noticeable, he spotted two people outside by the corner where he'd broken that glass bottle earlier; their voices suddenly became much clearer and he recognised one of them immediately.

"That's Rachel's bracelet!" Shouted the blue haired girl from the dinner – Ms Price – as she circled around someone the Professor had yet to meet, "Why the fuck are you wearing her brace-"

"Calm yourself, alright?" The man, who was already giving the Timelord bad vibes, cut across as he took a step towards the young Price, "I was a gift."

"No it wasn't," Price snarled back as she in turn stepped towards the man, "You stole that shit," She grabbed the man's wrist, "Give it to me right now, asshole."

"You better step back before you regret it, girl," The man snapped as he pulled a switchblade out of his back pocket, causing the Timelord to flinch when he saw the shocked look on Price's face, "I mean it. You want me to cut you, bitch?"

The man paused for a moment as he turned to look over his shoulder; the Timelord pushed the door open a little wider to see what he was staring at as the man took a step back from the bluenette. His eyes found the familiar face of Max, although his mind refused to believe what she was doing.

"Please…" The voice of Max pleaded as the Professor's jaw dropped slightly, her tone serious as she tried to steady the revolver with a shaking hand, "Please step back."

"You're kidding," The man reasoned as he took a step towards Max, "Put that down."

The Professor's hand quickly shot into his pocket and retrieved his screwdriver as his eyes kept an eye on the situation, the last thing he needed was for Max to do something-

 _Click._

Stupid…

The Professor let out a low sigh as he hit his head against the interior of the TARDIS door; _She really just did that, didn't she?_

"That is hilarious! Oh man…" The Professor heard the man's mocking tone as he took a step towards Max, his tone quickly turning threatening, "I'll remember you, kid," The Professor looked back out the door, watching the man like a hawk as he stood in front of Max and pointed a stabbing finger in her direction, "I'll remember that you almost shot me," The Professor decided what he was going to do and pocketed his screwdriver before opening the door enough for him to slip out, "And you'll wish I had no memory because I-"

* * *

"Never forget?" Max froze as a familiar voice interrupted Frank with a prolonged sigh; turning to face the source of the voice, Max saw that the Professor was leaning on the side of the rusted school bus a few meters behind them, "Please tell me you weren't about to say 'Never forget'…" The Timelord rolled his eyes before he continued, "Urgh. So clichéd."

The Professor snapped a twig in half as he watched the three people before him slowly turn to face him almost in unison, cracking a smile at Max's dumbfounded reaction which hadn't changed since she saw the Timelord standing there.

"One thing I have to say though," The Professor continued as he put his hands in his pockets and started to walk towards the tense trio, "Do you get a kick off of threatening teenagers?"

Frank tensed at the Timelord's comment as he directed his attention away from Max and Chloe, "The fuck do you think you are?"

Max glanced at Chloe, who was just as tense as Frank was; probably because of the confrontation she'd had with the men at the diner just before breakfast. The bluenette had gone on a five minute rant about how 'hella stuck up' the man had seemed – Max now wished that she'd brought Chloe up to speed on who the Professor actually was.

"The Professor," The Timelord replied simply as he cocked his head in Max's direction, "And you're threatening one of my students…"

 _Oh shit._

Chloe in turn looked at Max after the Professor had spoken, mouthing something along the lines of " _I thought you said this guy was a detective_?" Max couldn't think of a reply other than " _Complicated_ ," as Frank spoke again.

"Then your _student_ better keep her head down if she knows what's good for her," Frank went on, not caring much for the Professor's comment, " _She might get hurt_."

Max flinched at that, something the Timelord seemed to pick up on as he paused to briefly fix his cuff-links.

"Oh I'm sure she doesn't need to," The Timelord retorted calmly as the two men started to circle each other, casting a quick glance in the direction of Max and Chloe before looking back at Frank; after a brief pause, he continued with a smirk, "Because unlike you; she doesn't give blow jobs to truckers.

Max and Chloe both looked at each other in a state of shock at the retort as the entire junkyard seemed to go silent; the bluenette seemed to be caught somewhere in between stopping herself from laughing and resisting the urge to add something to the Timelord's insult.

" _I think I might actually like this guy_ …" Chloe muttered as she pulled Max away from the rapidly escalating situation in front of them.

"The _fuck_ did you just say to me?" Frank spat as he took a step towards the Timelord, tensing his fists as he spoke, "I'll fucking kill you."

"Oh I _dare_ you to tr-" The Professor was halfway through mocking when Frank suddenly swung his switchblade at him.

The Timelord quickly moved out of the way of the blade's path, but not before the knife snagged on the Timelord's red and black striped tie, cutting it clean off beneath the knot. The Professor caught the severed tip of the tie and looked between Frank, who was getting ready for another swing, and the strip of tie in his hand.

" _I really liked that tie_ …" The Professor muttered before he turned to face Frank, who was already in mid-swing by this point, and merely grasped Frank's wrist with at a speed that just seemed superhuman like it was nothing before yanking it violently to the side to stop the second swing dead in its tracks, resulting in a sharp cry of pain from Frank, and swiftly incapacitating him with a hard elbow to the face; sending the drug dealer crashing to the floor without so much as a sound.

"Moron," The Timelord calmly stated as he stepped over Frank's prone form and walked towards Chloe and Max, taking off what was left of his tie as he closed the difference, "And _just_ the girl I need to talk to…"

Max took a step back before feeling Chloe's reassuring hold on her shoulders, "Um…Hi, Professor…"

 _This is going to go from bad to worse quickly…He looks pissed._

"Hi, Max…" The Timelord seemed to force a smile as he threw his tie over his shoulder and began searching his pockets, "Enjoy the TARDIS?" The Professor nodded over his shoulder.

"Uh…" Max gulped as she tried to look the Timelord in the eye before quickly looking away again.

 _How did he know?_ _I didn't leave anything, did I?_

"You left this…odd choice of a picture on the floor of my control room…" The Professor continued as if he'd read her mind, pulling a photo out of his pocket and handing it to Max.

 _Wait…This is the photo I took earlier…Where's the doe!?_

"Max," Chloe asked from over her shoulder, sounding concerned as she kept looking at the Timelord, "What's he talking about?"

"Oh…" The Professor said as his eyes widened, "You haven't told her yet? Should I? It'd be quick-"

"N-no…" Max said, finally finding the will to string a sentence together, "I will…I'd rather you didn't head-butt my best friend, thanks…"

"Well then…" The Timelord almost sighed as he turned on the spot, "I'll let you do that…While I think of something to do with moron number one in the corner here…We'll still be having that chat later though…"

Max and Chloe remained in an awkward silence as they watched the Professor walk back over to Frank's unconscious body and almost effortlessly lift him over his shoulders before starting to walk in the direction of the woods.

"Do you have anywhere we could go?" Max whispered as the two of them watched the bizarre and terrifying man in front of them, "I'd like to get out of here…"

"I was about to take you there…" Chloe quietly replied as she took Max's hand and led her in the direction of the railroad tracks, "My secret lair doesn't feel so secret today…"

"I'll tell you everything Chlo," Max swore, casting a final look at the now distant Professor as Chloe walked her alongside the train tracks, "I promise."

 **Author's Sidenotes: Well if there was ever a moment that screamed 'This Action Will Have Consequences' I think that was it. Hopefully this chapter will eliminate any confusion that people seemed to have in regards to the Professor compared with the Doctor. Sorry for the rather delayed upload of this chapter as well, this chapter doubled in size almost over the course of a few hours and as such ran me well over my expected upload deadline.**

 **As always please favourite and/or follow this story if you're enjoying it thus far as well as leave feedback with reviews or PMs (very important, I can't fix any issues with the fic if they aren't reported to me). I'm really enjoying writing this fic and I hope you are all enjoying reading it, see you guys in the next update - which will also conclude Act II.**


	13. On the Edge

**Author's Fore-note: Shout out to rowanred81, who inspired me to rewrite half of this chapter to give it more emotional impact! Stay awesome man!**

 **Chapter 12 – "On the Edge" –** **Blackwell Academy, Arcadia Bay, Oregon, United States of America – 10:38 AM Local Time, 8** **th** **October 2013**

The Professor crossed his arms as he looked over the main academy plaza from his vantage point by the school's swimming pool, leaning on the wall beside the main entrance as his eyes darted from one corner of the plaza to another with intrepid curiosity. The Timelord's eyes briefly hovered over the window to the Principal's office as he slipped his hands into his jacket pockets.

 _Wells is definitely hiding something about Rachel Amber. I'll need to look around his office at some point to find her school files._

The Professor cringed as a large droplet of rain landed on the back of his neck, moving his hand to quickly swat the running liquid as it made to irate the Timelord further by moving down his neck. He looked back over the courtyard as the sky darkened slightly and the rain started to fall in a light drizzle.

 _That woman from this morning his probably eating her shoe right about now, 'Weather at its finest'? Yeah right._

The Professor smirked at the memory of the bizarre woman in the diner as he went to adjust his tie, only to find his hand meet an empty collar; the Timelord sighed as he twiddled his thumbs before slipping his hand back into his pocket, silently hoping that no one had picked up on his moment of habit.

 _Frank Bowers is lucky I didn't go any further with him. I really liked that tie._

* * *

 _The Professor crossed his arms as he looked back and forth between the distant junkyard, which was just about visible through the thick tree cover, and the limp form of one Frank Bowers, who he'd propped up against a tree after stopping the bleeding in the man's nose – although there was nothing he could do to stop the bruising. The Timelord exhaled loudly as he paced between a pair of trees, his hands slipping into his pockets briefly and re-emerging with an unsolved Rubik's cube._

 _Sitting down in front of a tree directly opposite the unconscious body of Frank, the Professor glanced at the man before directing his attention towards the cube. Running his eyes quickly along the multi-coloured faces of the cube as he twirled it in his hands before his hands started to move at lightning speed; manipulating the sides of the cube into their correct positions. After a few seconds of concentration and rapid hand movements, the Timelord looked at the finished cube and let out a quiet sigh._

" _Just under four and a half seconds…" The Professor grumbled as he slipped the finished cube back into his pocket, "I'm getting worse at this each time I do it…"_

 _The Timelord's eyes shot up as he spotted signs of movement from Frank's body, the drug dealer's face contorted with pain as he started to regain consciousness._

" _Ah, Mister Bowers, you're awake," The Timelord commented with a smile as he stood up and looked looked at Frank, who froze at the sound, "How's the face?"_

" _Ngh…"The drug dealer panted as he tried to pull himself onto his feet, only for his legs to give way, sending him back to the ground with a soft thud; Frank turned to look at the Timelord, "Fuck you."_

" _Ah, the nose is fine then? Great," The Professor retorted calmly as he stopped just in front of Frank, "Sorry for dragging you a way out here but I had to have a one on one chat."_

" _The fuck are you talking about?" Frank spat as he groggily kicked a foot at the Timelord, "Get the fuck away from me!"_

 _The Timelord shook his head disapprovingly as he stepped out of Frank's limited reach, "This would be a lot simpler if you cooperated, Mister Bowers. I could make things easier for you…"_

 _Frank stopped his attack mid-kick and looked at the Timelord, deciding to listen to the man's offer before continuing his ineffective assault; a gesture the Professor hid a smile at._

" _Like how?" Frank asked as he took a moment to cover his bruise, which had grown to cover most of the rights side of his face by this point, "Leaving me the fuck alone would be a start."_

" _That can be arranged," The Timelord said with a smirk as he slipped his hands into his pockets, "I could also help you get your money back…"_

" _I thought you were a fucking teacher!?" Frank shouted; a noticeable sense of confusion in his voice as he pulled himself into a more comfortable sitting position._

 _The Professor shot the drug dealer a stern look, "One time offer on the table. My patience is wearing thin. You don't want to be my enemy, Mister Bowers…They don't last very long."_

" _Fine. Fine. You fucking creep," Frank sighed as he took his hand away from his bruise and cringed, "I'll fucking tell you."_

" _Now then," The Timelord muttered as he crouched into a squatting position, clasped his hands together and looked Frank dead in the eyes, "Tell me everything you know about Rachel Amber. Start from the beginning."_

* * *

The Professor flashed a smirk at how easy it had been to worm his way into Frank's psyche; the drug dealer had told him practically everything he wanted to know after some additional 'persuading'. The Timelord never intended to help the man from the start, merely wiping Frank's memory of the whole event before implanting a falsified one.

The Professor took a glance at the woefully out of synch watch on his wrist, making a few mental adjustments before coming to a solid conclusion; _Frank should be waking up any moment now with a bad hangover…and a faint recollection of taking a drunken wander into the woods._

The Timelord put the watch back inside his jacket and eyed a familiar pickup truck as it pulled over at the base of the plaza steps. Seeing nothing else to do outside, the Professor merely adjusted his jacket with a light downwards tug and began to walk towards the main building on the Blackwell campus; briefly meeting eye contact with a certain brunette-bluenette duo that looked at him cautiously from inside the pickup truck as the rumble of thunder boomed from the sky above.

He had little time to waste, he suspected that Wells was hiding something about Rachel and he was willing to bet that there was some sort of connection between Rachel's disappearance and whatever was going on in Arcadia Bay.

* * *

"Thanks for the ride, Chloe," Max thanked as Chloe pulled her pickup truck over at the base of the plaza steps, "Just in time for my art lesson."

"Thanks for coming with me," Chloe said appreciatively as she turned to face Max, "Sorry to be so boring…"

Max smiled as she went on, "Nothing exciting ever happens to us, right?"

"Listen," Chloe said, suddenly changing the topic, "Your rewind power has to be connected to that snow yesterday," After a brief pause, the bluenette continued, "That might explain your tornado vision."

"Explain what?" Max asked as she raised an eyebrow, not entirely sure where Chloe was coming from, "Snow equals a ginormous twister that takes out Arcadia Bay? You're high."

"Wake up, Max," Chloe said as she poked Max on the shoulder, "You've saved my life twice now. You altered the course of my destiny, yours and whoever," The bluenette paused for a moment, "Do you know about Chaos Theory?"

"Uh…" Max chunkily began as she wracked her brain for the exact meaning, "It means 'Shit Happens', right?"

"No, 'crazy shit happens'," The bluenette quickly corrected, "Because it can. And will."

"Why me?" Max sighed in frustration as she looked out of the window for a brief moment, "I'm just a geek girl in some small town."

"A perfect example of 'strange attractors'. Don't they teach you kids anything at Blackwell?" Chloe teased with a smile before excitingly continuing, "We have a tornado, rewind power, freak snow and now _aliens_! Hello Armageddon! So let's party with your power, rock star!"

"Like you said, Professor Price…" Max smiled as she met Chloe's eyes, "A super hero needs a sidekick."

"How can it be such a shitty week and yet one of the best of my life?" The bluenette asked with a growing smile as she sat back comfortably in her seat.

"Because we're back in action again!" Max answered quickly with a smile before she and Chloe bid each other farewell through the use of their signature handshake they'd made up in their childhood days.

"Uh, Max?" Chloe said as she tapped Max's shoulder before she could get out of the pickup truck before pointing at a suited man who was walking towards the main academy building, "Look who it is…"

" _Speaking of Professors…_ " Max muttered as both she and Chloe looked at the distant Timelord; Max letting out a quiet gasp as the man turned to face them almost immediately, " _Shit_."

"Spaceman sure has one hella intense stare on him…" Chloe commented as the Timelord looked at the two of them for a moment before turning around and continuing on his was, "Like he looks right through you."

Max raised an eyebrow at Chloe's impromptu nickname for the Timelord and laughed, "'Spaceman'?"

"Working on it, Maxaroni…" Chloe sighed light-heartedly with a smile as the Timelord vanished from sight.

"Well here it goes," Max said after a final high-five with Chloe before she opened the door, "See ya in a bit, Che."

Max waved goodbye to her blue-haired friend as the pickup truck slowly drove off into the distance before turning on the spot and hurrying inside, the last thing she wanted was to end up rain-soaked clothes while being in the same classroom as Bitchtoria.

* * *

The Professor's eyes quickly glanced over everything that occupied the corridor in front of him as he stepped through the front doors of Blackwell Academy, taking less than a second to catalogue any of the changes that had taken place since his brief visit yesterday; the most notable of which were the obnoxiously large promotional posters and banners for something called the 'Vortex Club', that had been strung up over the walls of the corridor and along the ceiling.

Rolling his eyes at the sight, the Professor offered a meagre, unimpressed glance towards the small kiosk on the other side of the corridor from him – just opposite the girl's bathroom – before adjusting the tightness of his cufflinks.

The Timelord looked at Principal Wells, who had yet to notice the Timelord's arrival, and sighed; the presence of the Principal would make it more troublesome to take a look at Rachel's school file – assuming of course that the school had kept her portfolio after her disappearance.

Wells noticed the Timelord pretty much the instant the Timelord sighed, shooting the Timelord a look that told him several things; the first being that Wells was not happy in the slightest to see the Professor again, the second being that Wells was already considering hollering for his head of security and the third being that Wells had most certainly gone against the Professor's instructions.

The Professor was very good at reading people to begin with but Wells was like reading a children's book, it so easy to tell what the man was really thinking. A couple hundred hours of boredom and a library of books on human psychology and body language tended to give that result.

"Ah, Wells," The Professor greeted with a false smile as he went to shake the man's hand, a gesture Wells quickly declined, "Still welcoming as ever, I see…"

"Mister Lester," Wells replied as the Professor's hand fell back to his side, sounding noticeably unamused by the Timelord's attempts at an introduction, "What exactly brings you back to my school?"

"A few things, actually," The Professor replied quickly, keeping up the aura of smugness that he knew infuriated Wells; mainly because it made the man talk faster, "First, a ' _friendly_ ' warning that going against my instructions yesterday? Yeah, that's gonna have consequences," The Professor calmly pointed out as he crossed his arms, "Second, I actually need your help this time around…again. And I'd appreciate it a great deal if you played along."

"Are you threatening me again Mister Lester?" Wells sighed as he glanced over his shoulder in the direction where the Professor guessed David Madsen was standing, "Do yourself a favour and get off of my school grounds before I get my head of security to throw you out."

"Urgh…" The Professor groaned as he rolled his eyes, "I really hoped you'd be more cooperative than this, Wells. Don't make me-"

"Make you what?" Wells interrupted, cutting across the Timelord midsentence as he took a step towards him, "Hm?"

"I have a warrant to search your student record of Rachel Amber," The Professor continued as the interruption made him bristle slightly, "I was really hoping that I wouldn't have to use it."

"Bah, of course y-" Wells was halfway through dismissing before the Professor almost threw the psychic paper at him, "Oh…Is that the state governor's signature?" Wells asked as he froze, when the Timelord nodded quickly he visibly swallowed and continued speaking, his voice tanging with defeat, "My apologies, Mister Lester. Right this way."

The Professor pocketed the psychic paper and followed Wells into his office, taking a moment to look around the spacious room before he turned to face Wells.

"That'll be all; leave me in peace, Wells," The Professor requested with a dismissive tone as he walked into the centre of the room.

"Excuse me?" Wells spluttered in disbelief as he took a step towards the Professor.

"Get out," The Professor repeated in a less subdued manner, his words almost coming out as a hiss, "I can't work when people keep bothering me, and I know you'll keep bothering me."

"But I can't leave!" Wells insisted as he took another step towards the Timelord, "Surely you understand I have to protect the confidentiality of the ot-"

The Professor turned on the spot and before Wells could react, he grabbed the man's forehead before speaking in the man's ear, his voice calm and soothing.

"I understand perfectly, Mister Wells," The Professor smiled as Wells' pupils dilated before his eyes shut for a brief moment; the Timelord simultaneously putting the man into a trance-like state while also implanting a series of falsified memories for when he 'reawakened', "But surely you have enough trust in my abilities to know that I would never do such a thing."

The Professor released Wells' head from his grasp and took a step back as the Principal shook his head quickly and blinked several times before speaking, "My apologies, Mister Lester. I'll leave you in peace."

"You can stand outside if it makes you feel better," The Professor smiled as Wells left him alone in the room, rubbing his hands together quickly as Wells shut the door before taking out his laser screwdriver and walking over to Wells' computer.

He had work to do.

* * *

Max almost froze where she stood as she watched Principal Wells lead the Professor into his office, waiting for the two of them to vanish from sight before opening the door and walking into the corridor. Glancing at the door that lead to the Principal's office for a few moments longer, Max raised an eyebrow at what she'd just witnessed.

 _What was that all about? I suppose I should do some wandering; I still have some time before Mister Jefferson's class._

The brunette looked away from the door and started to walk down the corridor, slowly shook her head at the Vortex Club banners that were plastered all over the walls. Max paused for a moment as she looked at the Vortex Club kiosk, contemplating whether or not to try and get into the Vortex Club Party on Thursday night; quickly deciding against it when she realised that even all the rewinds in the world wouldn't matter when she was dealing with elitist asshole's like Victoria.

 _They'd never let a dork like me go to one of their parties…_

Max turned right and began walking up the corridor towards Mr. Jefferson's class, desperately trying to avoid eye contact with David Madsen as she walked past him. The brunette inwardly sighed as the sound of David's voice signalled the failure of her efforts.

"Max, can we talk?" David asked as Max was about to walk past him, causing the brunette to inwardly sigh as she turned face him, "I know things got a little heated yesterday in Chloe's room…Was that really your reefer?"

"Yes, it was," Max answered quickly, determined not to see Chloe out to 'Sergeant Shithead', "You know that marijuana is almost legal in Oregon. I can get it at Blackwell," Max crossed her arms, "Are you going to bust me now, Mr. Madsen?"

"Even I'm not that much of an asshole…And I am sorry about yesterday. I was wrong, but upset," David apologised, catching Max off-guard with his sincerity, "Cannabis is not a big deal to you, but it has been to Chloe."

"You're a combat veteran," The brunette tried to point out as she dropped her hands to her sides, "She's no threat to you."

"If I didn't care about her, I wouldn't care at all," David admitted as he dropped his head slightly, "When I was her age I was out raising a lot more hell…She's better than that. All you kids are. So is Kate Marsh."

Max raised an eyebrow, "What about Kate?"

David noticeably tensed at the question, "You stepped between us at a pretty bad time. She's another matter entirely."

Max shook her head in disbelief at what David had said, "Kate hasn't done anything wrong."

"Max, this isn't just about Kate Marsh," David retorted quickly, his expression stern as he went on, "My concern is for the safety of all Blackwell students. Including you."

"That will take more than surveillance cameras," Max shot back, not convinced by the man's answer.

"It will take more than Ms. Grant and her petition to find missing students," David almost mocked as he crossed his arms.

"Isn't that your responsibility as head of security?" Max asked, her tone growing bitter as the brunette continued, "Unless you know something about Rachel Amber that nobody else does."

"I don't want to fight with you anymore," David sighed in defeat as he took a step backwards, "I don't want to fight with anyone anymore…That's all, Max."

Max looked at David as he leaned back against the wall before turning to continue towards Mr. Jefferson's class. It seemed like she had only taken a step when the brunette's phone gave off a text alert tone; pausing to take her phone out of her bag, Max quickly noticed that it was from Warren.

 _Hey guurl_

 _I'm in the Sci-Fi-Lab_

 _Now._

 _I'm no Schrodinger's kitty._

Max chuckled at Warren's messages before she wrote up a quick reply and slipped her phone back into her camera bag.

 _^^ See you soon._

 _I still have time; I could go see Warren playing mad scientist in the lab._

The brunette quickly fixed her hair as she waked towards the open door to the science lab, quickly glancing around the room to locate Warren. Max warmly smiled at Ms. Grant, who was sitting at her desk, as she walked past, a gesture the teacher returned.

"Hey Warren," Max greeted with a smile as she walked up beside Warren, glancing between him and the experiment in front of him, "Are you okay? You look thoughtful, yet confused."

"Maxwell Silver Hammer!" Warren heartedly welcomed as he turned away from the experiment briefly, "Perfect timing!" Warren gestured towards the setup of vials and beakers in front of him, "I need help with this chemical experiment…"

"Asking me for help means you're screwed," Max laughed as Warren finished.

"I have to add either a bit of potassium or sodium," Warren explained as he pointed towards the two beakers respectively, "It's up to you to decide, Doctor Max."

After a brief pause, Max decided that she could always rewind if she got it wrong, "I'm not sure why you're letting me decide your fate but…go-tassium!"

"Potassium it shall be!" Warren declared as he picked up the beaker, "If this works, you get a free hug…" Max watched as Warren added the potassium to the mixture, only to be pull his head away from the beaker as a puff of cloud shot up from the mixture; sighing, Warren picked up the beaker and gave it a light swirl, "Weird science…"

Max frowned, getting a nagging feeling that the experiment hadn't quite worked as it was supposed to. She was about to rewind when a thought struck her.

 _I could always ask Ms. Grant…_

With a smile, the brunette turned and walked over to Ms. Grant, who was still sitting at her desk; the woman's face brightening as Max approached.

"Hi, Ms. Grant," Max greeted as she approached the desk.

"Funny, I was just thinking about you, Max," Ms. Grant smiled as she pushed her paperwork to the side, Thanks again for taking a stand against camera surveillance here. Every signature counts."

Max nodded in appreciation before she changed the subject, "Ms. Grant, can I ask you a possibly dumb science question?"

"You know my stock teacher answer – there are no dumb questions," Ms. Grant answered with a smile, "Ask away."

"Would you add potassium or sodium to a chemical mix for this week's chemical experiment?" The brunette asked as she quickly fixed her hair.

"Neither," Ms. Grant replied quickly, "Unless you want a face full of powder. I would add chlorine."

 _Chlorine? It's unlike Warren to be this far off…"_

"Thank you, Ms. Grant," Max said appreciatively as she glanced over her shoulder towards Warren, who was still swirling his failed experiment, "But I have to get going now."

"Go on, Max," Ms. Grant smiled as Max took a step back from her desk, "We'll talk again. Real soon."

Max turned away from Ms. Grant and walked back over to Warren before raising her hand and rewinding a few minutes into the past.

* * *

The Professor let out a groan as he felt the pre-emptive vertigo that he'd quickly come associate with Max's rewind power, twirling his screwdriver in his hand as he sat back in Wells' chair and cringed at the pressure build-up in his head.

The Timelord's eyes carefully watched the clock on the screen of Well's computer, his brow furrowing in concern when the minute digit ticked backwards a few times.

 _This is the longest rewind in quite some time…What are you up to, Max?_

The rewind concluded after a few more seconds, causing the Professor to massage a stabbing pain out of his temples before leaning forwards on the chair again and glancing at the computer screen. So far his search for files related to Rachel Amber had come up suspiciously empty; save for a brief portfolio, it almost seemed like someone had purged her from the school's database since her disappearance.

 _Suspicious indeed._

The Professor started another search on the computer, leaving it to run as he stood up and wandered over to the filing cabinets by the wall; offering a sympathetic thought to Wells when the Timelord noticed his choice in art.

 _Gotta hand it to the man, intentionally choosing something that boring takes skill…_

The Professor gave the upper drawer of the first filing cabinet he came to a light tug; finding it locked, he merely pointed his screwdriver at the drawer in question and activated it. With a soft _click_ the drawer popped out a little and the Professor pulled the whole thing out, running his eyes along the various binders quickly in search of any physical documents relating to Rachel Amber.

 _The fact that you're so hard to track down, Ms. Amber, only serves as an indication that I'm right…_

The Professor scowled at the binders as he slammed the drawer shut and locking it with the screwdriver, his hand then tried the next drawer down and he quickly repeated the process of unlocking the drawer, looking through it and then locking it again.

After a repeats of this cycle, the Professor let out a low whistle as his hand remerged from a set of folders within the third filing cabinet he checked with a small document. Flipping the document in his hand, the Professor quickly realised that he was reading Rachel Amber's complete school file.

Quickly scanning over the details on the file, the Timelord catalogued everything of importance as he paced in front of the window; from the updates concerning her disappearance, to the attached note from the police department detailing the closing of the investigation.

"GPA of 4.0?" The Timelord commented as he briefly paused mid-thought, "Impressive…She seemed like a popular girl here…So how did she simply vanish?"

The Professor flipped the page and was about to start reading when he noticed someone walking outside at the corner of his eye.

 _Is that?_

The Professor's eyes shot up immediately as he watched Kate Marsh hurry through the rain in the direction of the dormitories.

 _Strange…I thought classes were about to start…_

Before the Timelord could redirect his attention back to reading the file, he spotted another figure in cover behind a small tree who seemed to be stalking Kate's movements. The Professor turned to fully face the figure as he put Rachel's file down on the desk behind him, taking a deep breath when he saw who it was.

" _Madsen_ …" The Professor muttered as he put Rachel's file back into the cabinet, locking it before cancelled his computer search and walked towards the exit.

 _I think that's all I'm getting from Wells' office right now; I could always come back later tonight and give it a real look over…_

The Professor opened the door and looked at Wells, who was leaning on the wall beside the door and looked vacant thanks to the trance-like state the Timelord had put him in. With a gentle pat on the shoulder, the Professor 'awakened' Wells, who looked confused for a brief moment before the Timelord spoke.

"I apologise greatly for the interruption, Principal Wells," The Professor began with a smile as he turned to face the stationary Wells, continuing to walk towards the exit as he spoke, "Thank you for your cooperation, I'll be in touch if my investigation uncovers anything further."

Wells merely nodded as the false memories that the Timelord had implanted quickly overwrote what had actually happened, the Professor smirked as he turned and walked out of the building.

 _Now Wells will believe that he was in the room with me the entire time…_

The Professor's smile faltered after he had taken less than a dozen steps outside of the building, his suit quickly becoming drenched as he hurriedly walked after Madsen and Kate towards the dormitories. The Timelord's pace quickened as he descended the steps towards the dormitory courtyard, less than ten seconds later the Professor was halted by the sound of a nearby shout.

"Lester!" Yelled the gruff voice of David Madsen as he walked out from a corner; stopping the Timelord, who was barely three paces away from the courtyard proper, in his tracks.

 _Oh give me a break,_ the Professor inwardly sighed as he turned on the spot to face the head of Blackwell security, "Ah, Madsen…Hello."

Madsen continued to advance on the Timelord, looking at him furiously, "I think me and you need to have a little chat about yesterday. Specifically about you breaking and entering."

"I'd love to, really," The Professor replied sarcastically as he started to walk backwards into the courtyard, his entire suit drenched by this point, "But I don't think this is the place _or_ weather for it…"

"Cut the bullshit, Lester," Madsen interrupted as he took another step towards the backpedalling Timelord, "Give me one reason why I shouldn't drag you all the way to the ABPD?"

The Professor glanced over his shoulder towards the dormitories, guessing that Kate had retreated back to her room for some reason, he returned his view to Madsen and stopped walking, "Because I'll tell them all about how you stalk students here…"

Madsen took a step towards the Timelord, "You're not that dumb, Lester. They'd th-"

"You think I didn't notice you yesterday?" The Professor interrupted with a smirk as he noticed Madsen subconsciously tense, "Hiding in the bushes and taking pictures of me and Kate before you jumped out on us? You can't be that stupid, I see everything…"

"My job means that my concern has to be for the safety of all Blackwell students," David quickly retorted, "I saw you as a possi-"

"Madsen, I think it's you who needs to cut the bullshit," The Professor cut across as he took a step forward, "You have no idea who y-" The Professor stopped mid-sentence as he noticed a sudden change in Madsen's facial expression, "What?" The Timelord asked before he turned around to follow what David was looking at, the Timelord froze in place at what he saw.

Kate Marsh had somehow gotten onto the roof of the dormitories and was in the process of climbing onto a narrow ledge which overlooked the courtyard below. Rain stung his eyes as the Timelord's hearts each missed a beat at the sight, thunder boomed down from above as the rain only got heavier.

As Madsen turned away from the sight and started talking quickly into his radio, the Timelord looked back towards the main Blackwell campus building; his eyes widening at the sight of a large crowd leaving the main doors. Turning his attention back to Kate, the Timelord knew what he had to do.

The Professor broke into a run towards the doors, crossing the width of the courtyard in less than three seconds as he cast a final glance up at the perched Kate Marsh as she balanced herself on the roof ledge. Throwing open the dormitory doors, the Professor quickly hunted down a staircase before running up it full pelt as his heartbeats thundered in his ears in a quick four beat rhythm.

 _Beat-beat-beat-beat._

The Professor reached the top of the first flight of stairs, his eyes continuing to follow the upward spiral of the staircase as it rose towards the roof.

"Hold on, Kate…" The Timelord muttered as he ascended another flight of stairs, casting a quick glance out of the window by the landing to see the growing crowd of horrified students outside.

 _Beat-beat-beat-beat._

The Professor pulled himself up another flight of stairs, using the railing to quicken his ascent as he used one out of every three steps. He looked over his shoulder towards the window as he passed it and stopped dead in his tracks as everything seemed to slow down.

 _Beat-beat-beat-beat._

The Timelord's shoulder's dropped as he watched Kate's body fall past the window in what seemed like slow motion, taking a step towards the window as the horrified screaming started from outside, the crowd dispersing in horror as Kate's body hit the ground.

 _Beat-beat-beat-beat._

 _Why am I always too late!?_ The Professor inwardly shouted as he went to hit his head against the wall in defeat, stopping only when a familiar feeling shot through his body.

"Oh, Max…" The Professor almost laughed in relief as he turned back to the stairs, "You fantastic human being!"

The Professor started to climb the final flight of stairs as everything around him played in reverse, his smile widening despite the immense and painful pressure build-up in his head as he forced his way towards the roof.

By the rewind's conclusion, the Professor had reached the roof access door, pushing it open with a muffled grunt as he staggered onto the rain soaked roof.

"KATE!" He yelled as he took a step towards the troubled soul a few meters in front him, quietly gasping as the cold rain started to bombard him again, "Don't do it!"

Kate turned around slowly, her lip quivering as she looked at the Timelord, "W-what are you doing here, Richard?"

"Helping you," The Professor replied as he went to take a step forward, his eyes occasionally glancing at the ledge she was standing on, "I don't want to see you do this, Kate…No one does…"

"As if you'd know, or care," Kate tearfully retorted through the rain, "Y-you've lied to me once already! W-why should I believe anything you say?"

The Professor stopped mid-step, looking at the girl in front of him as he thought over his options, clearly Mr. Jefferson hadn't been the best person to include in his good-minded lie, "Kate, you don't need to believe anything I say! Just believe in yourself!"

"M-myself!?" Kate shouted back as she shifted towards the edge, "L-like that's going to happen! I'm nothing n-now! N-nothing!"

The Professor opened his mouth to speak before Kate cut across him with an action that tore his hearts in two.

"Y-you know w-what!? F-forget it!" She shouted, cutting the Timelord's attempts at a reply off with a final step backwards off the edge of the roof.

The Professor's eyes widened as he realised what Kate was doing; being far too late to stop it however, all the Professor could do was watch open-mouthed as Kate fall from the roof in front of him, a tear rolled down the side of his face. The Timelord bowed his head as Kate disappeared from view and closed his eyes as he heard the screaming students once more.

He let out a chocked sigh as he felt the effects of another rewind kick in, glancing at the rain around him as it 'fell' in reverse; the Timelord kicked his brain into gear as he thought of a way to try and save Kate.

 _There has to be a way…Come on, think! Some way to talk her down…_

The Professor looked at Kate as she remerged and faced away from him on the ledge again, he let out a low sigh as he felt the pressure begin to lessen in his head before letting out a sharp cry of pain as he doubled over and fell to his knees. Gasping in pain, the Professor immediately noticed how much harder it was to breathe; it was almost as if he was fighting the air around him as he attempted to draw each breath of air.

The Timelord slowly lifted his head up to look around, cringing as every muscle in his body seemed to scream out in protest from the effort. Seconds later, the Professor noticed the rain drops that were hovering in place barely an inch above his head, causing the Timelord to widen his eyes in both shock and curiosity.

 _What the hell!? That's impossible…she can't have…_

The Professor took another painful breath as he stood up straight, it felt like he was trying to move in a tub of super-dense porridge; moving his feet one meter forward felt like he was running a marathon. He levelled his eyes at the motionless Kate as the girl looked at the courtyard below, his mind concluding the only thing that he could do.

 _I'll have to pull her down…I don't know how much longer I have like this…_

The Professor painfully moved his right foot forward as he started to force his way through the restrictive air in front of him, sluggishly moving his left foot soon afterwards as he gritted his teeth against the pain that was wracking his body.

 _It's like I'm fighting time itself to move…I have to win…I need to win…Or she's dead._

After what felt like an eternity, the Professor let out a pained gasp as he closed the distance between himself and Kate to less than two meters; taking another pained step to close the distance further, the Professor looked over the ledge beside Kate onto the crowd of students below. His eyes quickly moving over the faces in the crowd as he became increasingly aware that many of the students in the crowd were _videoing_ what was going on than trying to stop it.

The Professor gritted his teeth at that as he turned his gaze back to Kate, reaching out with his hands to try and get a firm grip on her waist to pull her down from the ledge. Exhausted and fatigued by this point; the Professor's effort to grasp Kate was a weak one thanks to his strained muscles and shattered breathing pattern, as such he was completely unprepared when time abruptly resumed.

The Professor's hands were only a few inches away from Kate when the rewind ceased, the massive difference in energy required to move became immediately apparent as the Timelord's hands shot forward at a much greater speed than he'd intended them to.

His mind immediately kicked into overdrive as his sudden movement made contact with Kate's back, the abrupt force sending the poor girl falling over the edge, screaming in terror as the Professor watched on in horror as he regained his balance. Moving at lightning speed, the Timelord's arm shot out as he dived towards Kate; his mind and body still exhausted after the massive physical toll the effort to reach Kate had taken on him.

The Professor's body slammed against the concrete ledge that Kate had fallen from as his right hand wrapped itself around one of Kate's wrists, the Professor grunted in pain as his abdomen began to catch on the sharp lip of the edge as everything above that hung over the ledge.

"Not…so…fast…" The Professor panted as Kate swung slightly from his grasp.

Kate looked up and stared into the Timelord's eyes as his grip sagged slightly due to how slippery the rain had made her wrists and his hand, the Timelord wrapped his other hand around Kate's elbow with a tired pant as the girl tried to shake him off.

"P-please…" Kate begged in between panicked sobs as she tried to use her other hand to slap the Timelord's hands away," J-just l-let m-m-me go…"

The Timelord didn't reply, trying to leverage his knees into a position where he could begin to pull Kate up as he gritted his teeth in pain and exhaustion. He was becoming increasingly aware of someone shouting his name from behind him but paid them little notice as he tried to direct what little energy he had to saving Kate's life.

With a mental countdown, the Professor started to pull the sobbing Kate back up over the ledge; his tired efforts only succeeding in budging the girl less than an inch before his weakening grip on her elbows gave out completely thanks to how difficult the unrelenting rainfall made it to get a grip on her soaking wet clothes and skin, resulting in a scream from the crowd below as Kate almost slipped completely from his grasp.

"Come…on…Kate…" The Timelord begged in between pained gasps as he tried to grab Kate's elbow again with his free hand, only for her to slowly shake her head and close her eyes.

"T-thank…you…" Kate said with a teary smile as she looked into the Timelord's eyes, "Y-y-you c-cared…"

Before the Professor could try to pull Kate up to grab her elbow again, Kate used her free hand and pulled away one of the Timelord's fingers from his already weak hold around her wrist. Unable to do anything to stop it, the Professor could only scream in horror as Kate fell from his grasp; meeting his eyes with hers as she fell towards the ground seemingly in slow motion to the helpless Timelord.

The Professor made a fruitless attempt to grab at Kate, despite her being already far out of his reach; his shoulders slumping in defeat as he watched Kate Marsh close her eyes for the last time, her face at peace moments before she hit the ground.

The Professor mentally blocked out the screams from below as he closed his eyes, his hand still outstretched in the air as he waited for Max to rewind. He could still save her if Max rewound. Why hadn't she rewound?

The Professor's hopes were shattered when he felt a pair of hands trying to pull him back over the edge; Max's hands.

The Professor opened his eyes as he let himself be pulled back over the edge, where he was met by the tearful face of Max, he quickly noticed the girl's nosebleed and bowed his head as his back slid down against the ledge.

"I-I couldn't save her, Max…" The Timelord mouthed, still in shock from what had happened, "I…killed…her…"

The Professor's tears resumed as thunder boomed down from above.

* * *

"I know this isn't pleasant for any of us," Principal Wells began, ending a tense silence as he turned around away from his window to face everyone else in the room, "But we have to go over what happened before Miss Marsh…before what happened today happened," Wells paused for a moment before gesturing towards the police officer beside him, "Officer Berry will be taking notes for the official police inquiry. I'm sure you'll give him your full cooperation."

"Such a tragedy…" Officer Berry commented respectfully as he shook his head slowly, "But there must be a reason for everything."

"We need to find out why Kate Marsh was on the roof of the dormitories and why Richard Lester would assist her in such a desperate action…" Wells continued as Max thought over the events that had taken place on the roof for what had to have been the tenth time, "As principal of Blackwell Academy, I take my duties seriously. I take the well-being of every student more seriously. What happened today should never happen in a hall of wisdom and knowledge," Wells turned to face David, "Mr. Madsen, as our head of security here, those roof doors should always be locked. That's just standard operating procedure. They were not. And that is indeed your responsibility," Madsen looked at the floor as Wells finished and turned to face Mr. Jefferson, "Mr. Jefferson, I know you can't be expected to know what your students are going through, but Kate has assisted you in class, so you should have known something was amiss," Jefferson looked Wells in the eye and nodded slowly before Wells turned to face Nathan, "Mr. Prescott, since you are responsible for the Vortex Club parties…and since Miss Marsh did attend your last party, you'll have to answer some more questions," Max tensed slightly as Wells sat down in his chair and looked at her, "Miss Caulfield, why exactly were you on the roof with Kate Marsh and Richard Lester? Did either of them tell you their plan?" Wells went on as he clasped his hands together, "Or anything at all? Please tell us everything."

"All I know is that Kate was at a party and Nathan dosed her," Max said after a brief moment of thought, deciding that the least she could do for Kate was take down Nathan, "She got wasted and kissed some boys on a viral video without a clue."

"I dosed her? Without a clue? Have you seen the video?" Nathan fired back quickly, almost trying to stop himself from laughing; a notion that mad Max sick to her stomach, "Whatever. Kate was loaded and playing the fie-"

"You're a liar," Max interrupted as she turned to face Nathan, almost seething with anger by this point, "You told Kate you took her to the emergency room!"

"I said I was _going_ to take her to the ER," Nathan retorted with a smirk, "She sobered up eventually."

"Bullshit!" Max shouted as she looked at Nathan in disbelief, "Something happened to her, and you know it. How about we talk about you waving a gun in the girls' bathro-"

"Hey, that's total slander!" Nathan cut across as he jabbed a finger at Max, "I could sue you and this school so fast! I already have a personal lawyer."

"Careful, Mr. Prescott," Wells warned as he sat forward in his chair, "I have been told of this alleged gun incident. And I have to admit that the video in question was sent to me by multiple sources."

"Including me," Madsen interjected before Wells continued.

"And since Mr. Prescott does appear prominently in the video and was responsible for the party, I have no choice but to suspend him until further notice."

"Whatever," Nathan dismissed, sitting back in his chair as Max's eyes grew wide in surprise, "See you in court."

"Excuse me, I think Max and Nathan need a break before we grill them further," Mr. Jefferson pointed out as he looked around the room, "A friend and fellow student is dead…They don't need this forum right now."

"Yes, I'm kinda devastated right now," Nathan muttered as he glared at Max furiously, "I'd like to be with my family."

"All right, Miss Caulfield, please sign here to confirm what you've told us," Wells instructed as he slid a sheet of paper towards Max and handed her a pen, "I'll continue this investigation from there."

Seeing no other option, and secretly amazed that she'd actually gotten Nathan suspended, Max sat forward and quickly signed the sheet before handing it back to Wells.

"Well, I think we know less now than when we started," Wells sighed as he looked at Max's signature, "We'll be assisting the police with further inquiries. I know this has been a stressful day…I wish I had the power to change it all for the better…so thank you, for coming in."

* * *

"I just…can't believe it…" Max muttered as her voice grew distant, looking directly ahead at the setting sun as she spoke, "It's like it wasn't even real…Watching her drop like a weight…I really thought Richard saved her…" The brunette's head dropped slightly, "Maybe if I had gotten to them faster…"

"Come on, Max," Warren said, trying to comfort the distant brunette, "Do not for one second blame yourself. Kate was on that roof for her reasons, not yours."

"I just…" Max breathed, trying to stop her mind from taking her back to the roof again, "Can't believe how quickly it happened…"

"Stop it. You were the only one with balls enough to run to the roof…" Warren pointed out as he looked at Max, his expression one of concern, "You were the only one who cared."

"Not the only one…" Max pointed out at she looked at Warren for the first time since they'd started talking, "Richard seemed pretty shook up about it."

"Considering that he helped her do it…" Warren reasoned; his tone dismissive as he spoke, "I'd say he was only shook up about getting arrested for manslaughter…"

"I guess…" Max partly agreed, the memory of the Professor being lead off towards a squad car sticking in her mind for a moment too long, she looked Warren in the eye and sighed, "Warren, I screwed up today."

Warren raised an eyebrow in response, "That makes no logical sense."

"Warren, I don't mean to sound weird," Max sighed as she rubbed her head, "But there's something ominous going on at Blackwell…"

"Today proves that," Warren agreed as he nodded his head.

"And I'm working on proof that Kate Marsh is connected to Rachel Amber…somehow," Max continued, looking away from Warren for a moment, "Along with Nathan and Mr. Madsen."

"I'm not a big conspiracy guy, but I wouldn't doubt it," Warren said as he lightly scratched his cheek, "Nathan did scare me yesterday and Madsen is a straight-up dickhead," He looked at the brunette and cocked his head, "So…what do you think is really happening?"

Max was about to answer when she looked back at the setting sun and froze, "What the hell is this…The weather confirms this weird day," She breathed as the air started to cool, eying the solar eclipse before them with concern, "Feel that chill…"

"Max, there was no eclipse scheduled today…" Warren assured, sounding concerned as he narrowed his eyes in confusion at the sight, "I would know. I would."

"I believe you, Warren…" Max said as she became aware that Warren had awkwardly wrapped his arm around her, "I'll believe anything this week…"

 **Author's Sidenotes: So, with that depressing conclusion I hereby draw Act 2 to a close. Sorry for the delayed upload everyone, I decided to rewrite half of this chapter last night and only finished the rewrite about ten minutes ago. Expect a sizeable hiatus between uploads until around the 30th, parts of Act 3 may need to be rewritten depending on what happens in Episode 4 and so I'd rather play it first before I continue with this fic.**

 **See you all then!**

 **As always, PLEASE, PLEASE, PLEASE, favourite and/or follow this fic to show your support for it and leave feedback to let me know your thoughts.**

 **CAS2109 signing out.**


	14. Breaking and Leaving

**Act III – "The Signal"**

 **Chapter 13 – "Breaking and Leaving" –** **Arcadia Bay Police Department, Oregon, United States of America – 10:14 PM Local Time, 8** **th** **October 2013**

Officer Berry sighed as he glanced through the one way mirror into the interrogation room at the man inside, taking a drink from his steaming cup of coffee as he took a long look at the man inside. The man fixed the cufflinks on his dark blue shirt, doing so without breaking eye contact with the wall; he'd dumped his formal jacket just after arriving at the station at the request of Berry and a few other officers, mainly as a cause for concern about the man's health due to how wet and cold the jacket was.

"Something's not quite about him," Berry commented as he looked at his partner, Office Bradly, "He's been staring at that wall for ten minutes now…Don't think he's even blinked once…"

"I'm more concerned about half the shit we pulled out of his pockets when we brought him in or how he got those singes on the back of his shit," Bradly muttered as he picked up a clipboard from the table behind them, "I will never for the life of me figure out how he got one Rubik's cube into those pockets, let alone two…"

Berry chuckled nervously at the thought, his eyes wandering back to the man they'd identified as 'Richard Lester'. He was currently being charged with manslaughter for his part in Kate Marsh's suicide as well as a series of charges which had been brought forward by Blackwell Academy.

"Someone really wants this guy behind bars," Bradly went on as he read aloud the allegations from Blackwell, "Trespassing. Breaking and entering. Harassment. Threats against staff…List goes on…" Bradly stopped as he let out a low whistle, "Some piece of work…Even for someone who's supposed to be a Private Investigator…"

Berry didn't comment on the charges, looking back at Richard through the glass as Principal Wells' words echoed in his ears.

 _Mr. Lester is quickly becoming a nuisance; he is sticking his nose in places where both Sean Prescott and I do not appreciate. Please see to it that he remains out of the picture._

Berry inwardly sighed; he hated doing his job when the Prescotts were involved, especially in situations like this. The Prescott family had the entirety of Arcadia Bay Police Department by the balls, so when they wanted something done: it got done and it got done quickly. Berry closed his eyes at the unpleasant memory of Sean Prescott bringing the investigation into Rachel Amber's disappearance to an abrupt close barely two months after it had begun.

"Let's get this over with…" Berry sighed as he finished the last of his coffee, giving a small nod to Bradly before picking up the case notes and walking into the interrogation room.

"Mr. Lester? If you don't mind we'll have to start now…" Berry notified Richard as he entered, raising one of his eyebrows slightly when he became aware that Richard hadn't even noticed his entrance; clearing his throat impatiently with a loud cough to get the man's attention, Berry went on, "Are you sure you don't want a law-"

"Shush!" Richard quickly hushed as he held up his right hand, still looking at the wall with his unwavering, disconnected stare, "Shushhh…"

Berry almost took a step back at the abrupt interruption, "I'm sorry, what?"

"I missed something…" Richard muttered as his eyes seemed to frantically dart around the room.

"Uh…Missed what?" Berry asked as he sat down in front of the man, growing concerned by the man's actions.

"Something…" Richard muttered again as he rubbed his temples and closed his eyes, "I saw everything when I was on that roof…Everything…" He opened his eyes again and looked at Berry, "I missed something…"

Berry's eyes drifted away from the crazed Richard Lester towards the one way mirror and he shook his head, clearly the man was in no state to be interrogated.

"She was looking at something…" Richard went on as he continued to speak quickly to himself, "Someone in the courtyard…but _who_?"

"Mr. Lester…" Berry continued as he glanced back at the one way mirror, "If you don't feel up to this interrogation at the moment…We can conduct it in th-"

"I said _shush_!" Richard cut across Berry again, slamming his palm against the table as he continued; his voice more irritated than angry, "I'm thinking…"

"Mr. Lester," Berry snapped; his tone insistent as he continued, "I would appreciate it if you could show a little respect towards a fellow member of law enforcement."

"Good God…" Richard groaned as he sat back in his chair, directly looking at Berry with a glare that made the officer move his chair back a little as he went on, "What part of _shush_ don't you get?" Berry was about to interject when Richard held up his hand to stop him, "I'd like to go back to my cell now."

Berry shook his head slowly at Richard; biting his lip in frustration as the man crossed his arms and returned his gaze to the wall behind him, Berry let out a sigh as he looked over the case files a final time before standing up.

"Very well, Mr. Lester," Berry muttered with a defeated sigh as he picked up the case notes and turned to leave, "We'll continue this in the morning…"

* * *

 **Several Hours Later, Blackwell Academy**

 _Bleep_

"Kate!" Max screamed as she woke up from her nightmare, looking up at her wall in horror as the memory of Kate falling from the dormitory roof played through her mind again.

The brunette let out a shaky breath as she blinked a few times to clear the horrible memory from her mind; looking back down at her desk, Max picked up her phone and unlocked it to look at the recent SMS message she had received, her face brightening when she realised that it was one from Chloe.

 _I have something to show you meet me in front of campus._

 _Get dat ass in gear NOW_

Max smiled at the text messages as she picked up her phone; _I knew Chloe would be all over this. So I better get moving._

Max stood up and slung her camera bag over her shoulder; sniffling a little as the thought of Kate's death ran through her mind again. The brunette rubbed her forehead as she mentally steadied herself.

 _I still can't stop thinking about Kate…It's like I'm awake in a bad dream…_

The brunette breathed out as she calmed herself down, walking over to the corner of her room in an attempt to distract herself from thinking about Kate for the moment. Max stopped just beside Lisa and offered the plant a weak smile.

 _See, Lisa…At least I kept you alive…Guess I'm better with plants than with people._

Max's smile faltered at the sound of movement in the cage by her feet; looking down the brunette's heart sank at the sight of Kate's bunny as she knelt down beside the cage and offered the poor bunny a carrot.

 _Are you a hungry bunny? Here, nosh on this._

Standing up again, Max took a step towards the half open the window, placing her hands on the ledge of the window as she took in a deep breath and looked over the courtyard.

 _There's been so much going on I almost forgot about the eclipse…_ The brunette's head dipped slightly, _I bet the Professor would be able to explain it…_

Max took a step back from the window and looked back at her desk, deciding to check her computer for any updates regarding Rachel or Kate. She tapped the touchpad and brought her internet browser quickly, skimming over the contents of the latest Arcadia Bay News article.

 _Glad to see the media doesn't waste a second exploiting tragedy,_ Max commented bitterly as she read over the news article; her stomach twisting when she saw a link to one video of Kate falling from the dormitory roof, _Now Kate's family has to deal with their daughter's death being all over the internet like a cat video._

The brunette took a calming breath before she moved onto the next tab; the missing person's list in the Arcadia Bay Police Department website.

 _Besides Rachel, it's been years since someone disappeared from Arcadia Bay,_ Max noted as she read over the various last-seen dates on the page, _I guess I shouldn't sound so disappointed…_

Giving the picture of Rachel Amber a final sympathetic glance; Max clicked on the next browser page, taking her to another part of the Arcadia Bay Police Department's website. She quickly read over the publically available article detailing the Professor's arrest and sighed.

 _Wow. Blackwell really dumped the charges on the Professor after he was arrested…Looks like we won't be getting anymore help from him…Damn it._

Shaking her head at the article, Max rubbed her forehead before going onto the next browser page and read over an email she'd received from Principal Wells.

 _This is such a moving piece of cut and paste Blackwell bullshit,_ the brunet thought angrily as she read over the email, clenching her fists as she finished skimming over it, _Nobody here had Kate's back. Too little, too late._

Max quickly moved onto the next browser page, freezing when she saw that it was Kate's Facebook page.

 _Yes, now everyone loves Kate Marsh,_ Max inwardly fumed as she read over the newest comments on Kate's page, _They bullied her and now post their feels. Hypocrites._

The brunette sighed as she moved onto her own Facebook page, gritting her teeth at the amount of provocative comments – anonymous or otherwise – on her page, _Either I delete my page or I block everybody. Nowhere to hide these days…_

 _Everyone will be talking about Kate now,_ Max inwardly sighed as she took a step away from her desk and turned to face the door, _Blackwell might as well shut down for the next month._

The brunette rubbed her eyes slowly as she walked towards the door to leave her dorm room, pausing for a moment beside the door to look at herself in the mirror; her eyes were a puffy red thanks to her almost non-stop crying since she'd been able to get back into her dorm. _Come on, Max. No more tears,_ Max thought as she tried to comfort herself; not that she had anymore tears left by this point, _You have to act. Not react._

* * *

The Professor sat quietly in the corner of his cell and faced the locked metal door as his mind continued to fire through possible theories and explanations for the events of the past few days. The Timelord had turned the cell light off shortly after he'd arrived back from the interrogation, the only light in the room came from the dim moonlight outside and the reflected light from nearby street light. Despite his relatively composed appearance, the Timelord's mind was a raging battleground between reason and emotion over what he should do next.

Anger reminded the Professor that he'd failed to save Kate Marsh; that his inability to act and react fast enough had cost that poor, sweet girl her life.

Reason quickly shot back that the Professor had no way of knowing what that girl was going through; he'd only recently become aware of a viral video that Kate had feature prominently in.

Guilt commented that the Professor could have asked Kate about it when they'd talked in the dormitory courtyard a few days previously.

Reason countered that there had been more pressing matters at the time than making chit-chat with a seemingly unimportant human teenager.

Disgust and Horror loathed the fact that Reason would see any life as 'unimportant'; Guilt quickly agreed with Disgust and Horror, noting that the Reason had strayed dangerously close to the mind-set of the High Council.

Reason laughed at the notion, pointing out that the Professor had still done all he could to save Kate's life – far more than the High Council would have done.

Shame cut Reason off, noting that the Timelord had nevertheless failed to save the girl.

Reason tried to steer the debate away from its failings, pointing out that it would have taken more than just the video to force Kate to jump off of the roof.

Empathy agreed with Reason, the Professor would have to look further into the events preluding Kate's suicide. Perhaps Max would know more.

The Professor's inner war ceased as the Timelord heard the sound of footsteps stop just outside his door; standing up quickly, he walked over to his nearby bed and sat down at the edge of it, rubbing his hands together slowly as the door was unlocked.

"Oh, it's you…" The Professor sighed when he saw Officer Berry walk into his cell, "What can I do for you, Officer?"

"You can start by answer a few questions," Berry replied sternly, although his tone was distinctly non-hostile, "Off the record…"

"'Off the record'?" The Timelord chuckled as he looked at Berry carefully, "You think I'm stupid?"

"Far from it…" Berry replied as he closed the door behind him and leaned against the wall, "I'd just like to know how someone who isn't anywhere on the Oregon P.D database managed to get a signed warrant from the state's governor…"

The Professor rubbed his forehead slowly, "I operate…off the grid…"

"Uh huh…" Berry continued, sounding unconvinced by the Timelord's answer, "Why are you in Arcadia Bay to start with?"

"Wells didn't tell you?" The Professor asked as he sat up straight, he continued when Berry shook his head, "I'd seem surprised but that man has lost the ability to surprise me at this point…"

"Answer the question please, Mr. Lester," Berry interrupted with a small sigh.

"Fine, fine," The Professor almost laughed as he held up his hands, "Officially I'm looking into Rachel Amber's disappearance…" The Professor hid a smile at Berry's attempt to suppress a shocked reaction, "From the look on your face I'm guessing that you expected something along those lines…"

"That'll be all, Mr. Lester…" Berry finalised as he cleared his throat with a small cough and turned to leave, "Goodnight…"

The Professor's smile widened as Berry's response more or less made up the Timelord's mind; Berry would have only reacted in that manner if a previous investigation into Rachel Amber had met with a similar abrupt fate and the Professor could only think of one family with the power to shut down such an investigation and keep it buried, _Oh; the Prescotts are definitely all over this…I need to get out of here before they come up with a way to get rid of me._

* * *

"Chloe the Keymaster," Max said with a smile as Chloe opened the front door and led the way into the empty dark main building of Blackwell Academy.

"You know it," the blue-haired punk chuckled as the flashlight beam from Max's phone danced over the dark corridor walls.

"Dude, I don't know about this…" Max whispered as she stopped walking and took a look around the darkened corridor, "We're both already in so much trouble…"

"Not to mention the weed you brought into my room…" Chloe laughed quietly before she saw the concerned look on the brunette's face, "Joking!"

"I'm serious. We're not kids anymore," Max pointed out as she looked over her shoulder towards the exit, "We're breaking and entering…"

"If I have a key how can it be breaking?" Chloe asked with a grin as she held up the keys in her hand, "They can't charge us for just entering!"

"I'm serious," Max insisted as she looked over the corridor again, "We could go to jail…"

"Not if I'm related to the head of Blackwell Security," The bluenette countered with a sly grin, "Step-shit will not want me in the hands of the local police…" Chloe looked at the closest door to her and started walking towards it, "So we better find out what's in the Principal's office first. You can rewind if we get caught, right?" The punk asked as she looked back at the brunette, "You have mad powers, Max."

"Tell that to Kate…" Max muttered as her head dropped slightly.

Chloe looked back at Max as she unlocked the door, her tone sympathetic as she talked, "Max, don't beat yourself up about that," Chloe quickly walked over the brunette and pulled her into a tight hug, "Hey. There was nothing you could've done…" Max looked up at the concerned bluenette and offered her a weak nod, Chloe returned a small smile before she continued, gently grasping Max's hand as she led the two of them through the first door to the Principal's office, "Come on. One more door and our work here is done."

Max took a moment to look around the smaller receptionist office as Chloe started to sort through the keychain in her hand, the brunette crossed her arms and relaxed for a moment before she heard Chloe's voice again.

"That's it," Chloe muttered as she tried a key, upon failing to unlock the door she looked at the keyring again in confusion, "What the fuck? The security officer should have the key to the Principal's office."

"He's hiding shit," Max commented as she walked over to beside Chloe and eyed the door, "Like everybody here."

"Well, now we definitely have to get this door open," Chloe muttered as she slipped the keychain into her pocket, "Believe it or not, I know a little about lock picking – thanks to Frank," The bluenette continued as she pulled out a pair of small lockpick tools and started to try her luck with the lock on the door, "I might as well test out my thief skill…"

"Go for it," Max agreed as she looked around the receptionist's office again and pondered the reason for Madsen not having a key to Wells' office, "We're already in this deep."

"Well, you could look for the key…" Chloe suggested as she looked at Max, "Just in case."

"Why yes," The brunette smiled in return as she looked at Chloe, "I could."

Max walked towards a set of cabinets close to the door and pulled open the top drawer, sighing when she was greeted by a wall of folders, _Dead end…_ The brunette quickly closed the cabinet drawer and moved onto the next one, only to be disappointed when she saw exactly the same contents in it, _Boring_ , rolling her eyes at the wall of folders and binders, Max quickly shut the cabinet drawer and took a step to the side as she continued to work her way along the row; opening the next cabinet and letting out a frustrated groan as she was confronted by another set of binders, _Crap._

Max gave up on that row of cabinets and walked over to the key rack close to the corner of the room, the brunette frowned as she quickly glanced over the various keys that were present, _Here are the keys. None for the Principal's office._

"No key for thee…" Max sighed as she walked back over to Chloe, casting a curious glance at a strange deer hunter hat that was hung up in the corner of the room, "We have to find another way in."

"Guess I didn't spend enough time with Frank," Chloe muttered in defeat as she turned around to face Max, "But I'll use my DIY lock-pick tools while you come up with a better plan."

"My plan has a name…" Max began as she turned her phone around and quickly started dialling, "Hey Warren, you busy?" Max asked as Warren quickly picked up the phone, "Just bubble-hearth, you'll be okay. Listen, I need your physics expertise – stat," Max paused for a second as she let Warren catch up in the conversation, "Without naming names, if somebody had access to the art and science labs and wanted to construct a device that would, say, open a locked door, would you maybe kinda know how?" Max laughed softly as Warren replied in a concerned tone, "Huh? No, I'm just asking for fun. Thanks, Science Guy. Uh, n-no no, stay," Max looked at Chloe in alarm, hoping that Warren would stay put. "We need you as backup. Just send the text instructions now. Yes, I'm still all in to 'Go Ape' with you at the drive-in…" Max answered quickly with a small smile, inwardly laughing at how much of a nerd Warren was, "Thanks for the help."

"This sucks ass!" Chloe shouted as she hit her hand against the Principal's door, "Goddamn door!"

"Try not to wake up everybody at Blackwell," Max said in a teasing tone as she returned to Chloe's side.

"Sorry Max, I got nothing," The bluenette sighed as she turned to face Max, "What about your plan?"

"I'm going to go put it together," Max replied as her phone lit up with three text alerts from Warren, "Can you stay here and not get caught?"

Chloe cocked her head and smiled at the brunette, "I might get on the other side of that door before you, Lupin."

"The race is on," Max chuckled as she turned and walked out of the room, "See you soon."

 _Warren is such a classic nerd_ , Max thought with a smile as she looked up from her phone and glanced further down the corridor, _Let's see if I can find those items…_

* * *

The Professor stood in front of his cell door, eyeing it carefully as he slipped his hands into his trouser pockets; he was already missing his jacket and planned to pick it up on his way out. Scrunching up his face as he wormed his hands deeper and deeper into his pockets, the Timelord let out a small laugh as his hands remerged with both his laser screwdriver and his psychic paper.

 _Sorry Berry…I wasn't about to give you things that would jumpstart humanity's scientific understanding by at least four hundred years overnight…I'm sure you'll understand._

The Professor looked at the psychic paper for a moment before pocketing it again and starting to adjust the settings on the laser screwdriver. The Timelord set the screwdriver to 'stun' and passively smirked as the three prongs snapped out from the main body of the screwdriver, stopping their extension as they made contact with the main focusing lens at the tip of the screwdriver.

The Professor glanced at the door quickly as he used the adjustment dial on the hilt of the screwdriver to manipulate the intensity of the screwdriver's stun blast; he only wanted to incapacitate anyone – if it even came to that – for ten minutes at most. Satisfied with the stun settings he'd selected, the Timelord switched the device back into 'passive' mode and pointed it at the cell door.

"Let's get this show on the road…" the Professor muttered before he activated the screwdriver, taking a deep breath as the door clicked and slid open.

The Timelord nonchalantly stuck his head through the open door, casually whistling as he looked down both sides of the corridor. Deciding that the coast was clear for now, the Professor left the cell and locked the door behind him before walking in the general direction of the nearest exit.

 _Station's probably running on a skeleton crew this late at night…_

The Professor navigated the seemingly empty corridors of the police station quietly, taking care to look over his shoulder ever couple of steps to make sure he wasn't taken by surprise. His ears twitched almost erratically as he tuned in for any signs of movement around him, so far he could only make out the dull _hum_ of the air conditioning system that ran through the ceiling above him. The Timelord paused for a moment as he came to a three-way corridor intersection and slowly pocked his head around the corner, his eyes lazily wandering from wall to wall of the increasingly dimly lit corridors of the station.

 _This place can't be that big…Probably took a wrong turn some-Ah, never mind…I remember this area now…_

The Professor smirked as his eyes picked out the entrance to the storeroom where they'd dumped his various possessions upon his arrival barely five meters further down the corridor, the Timelord inwardly laughing at memory of the officers' reactions to the storage ability of his pockets. Seeing no officers around, the Professor edged his way down the corridor; glancing at a surveillance camera further down the hallway as he made sure to stay out of its line of sight. The Professor quickly reached the door to the storeroom and unlocked it, taking a final look around the corridor before slipping inside.

 _And…I can't see anything_ ; the Professor noted glumly as he shut the door, plunging the entire room into darkness.

The Professor held up his screwdriver and flicked his wrist slightly as he activated it; a dim blue light quickly flickered to life within the focusing lens of the screwdriver and started to illuminate the area around the Timelord as he made some minor adjustments to the dial in an effort to brighten the light.

With the room bathed in a cool blue glow, the Professor navigated his way through the half-cluttered, half-organised room towards a small chest-height drawer which had his human alias' name on it.

The Professor quickly opened the drawer with his laser screwdriver and began to hurriedly remove his personal effects from it. Pausing slightly as he threw on his damp jacket, the Timelord cringed as he ran his hands down the sleeves in an attempt to ring the remaining water out of it. The Professor momentarily grimaced at the memory of Kate falling away from his open hand as he adjusted the jacket and fixed his cufflinks.

 _I will find out why you did what you did, Kate…I swear._

The Professor rubbed his forehead for a moment as he thought over what he was going to do next, slipping his Rubik's cubes back into his jacket pocket as he closed the now-empty drawer back over, locking it before he turned back to face the door.

 _Knowing typical human administration patterns, it wouldn't hurt to check the ABPD's database to see if my hunch about Berry's reaction was right._

The Professor glanced over the room again to make sure he hadn't missed anything before he extended his free hand to grab the door handle and leave the room.

The Timelord's hand quickly retracted when the relative silence of the station was shattered by a deafening alarm which threw the Professor's mind into a panic as he took a step back from the door and killed the light on his screwdriver, setting the device to 'stun' as he was plunged into total darkness.

Several tense seconds ticked by as the Professor picked up the sound of running footsteps, shouting and what could only be described as general chaos on the other side of the door.

 _Okay…So there's a lot more of them out there than I thought…Now wh-_

The Professor let out a pained gasp as a sharp pain shot through his temples, almost dropping his screwdriver in surprise as his free hand instinctively rubbed his forehead. _Another rewind…What the hell is Max doing at this time?_ The Timelord swayed a little as he was hit by a sudden and brief feeling of vertigo which quickly ceased as the rewind halted before his brain was racked with a massive migraine shortly after the rewind finished.

 _Argh…Goddamn paradoxes…_ The Professor inwardly groaned as he rubbed his forehead, _Max, what have you done now?_

The Professor paused for a few seconds as he waited for the alarm to go off again, steadying his balance quickly as he took a step towards the door. The Timelord smirked as the alarm failed to come on, thankful that he wouldn't have to fight his way out of the station just yet as he opened the door and locked it behind him as he left the storeroom and looked over the corridor once more.

 _Right…Now I just need to find a computer._

* * *

"Welcome to my domain," Max said with a grin as she opened the door to the Principal's office, taking a moment to enjoy the dumbfounded look on Chloe's face as the bluenette slowly stood up.

"You are magic," Chloe gasped as she took a step into the room, quickly hugging Max as she continued, "I have no clue how the hell you got in there, but you did it, sista."

"The company I keep," Max smiled as she watched Chloe look around the room, appreciative of the quick hug Chloe had given her, "Now let's find out what we want and beat it. My powers only go so far."

"Man, I can see why the Principal locks this room up," Chloe muttered as she looked at the paintings that adorned the walls of the dimly lit office, "Fancy faux art crap. He must want everybody to know he has money. But no taste," The bluentte paused as she turned on the lamp on; taking a moment to look over Wells' desk, Chloe continued, "How can you trust somebody who has a fucking bronze bird in his office? I'm glad I was expelled…"

"Yes, if only the Principal still had a Monet or Picasso you'd still be at Blackwell," Max laughed quietly as she joined Chloe by Wells' desk.

"Eat me. I'm going to pilfer the papers on this ugly ass desk," The bluenette half-joked as she sat down in Wells' chair, her expression changing to one of surprise as she sat back on it, "Okay, sure, it's ugly but damn is it a cosy chair!"

Chloe looked back at Max with an almost giddy expression as she slowly swung from side to side on the chair, stopping after a few seconds as she wiggled the mouse for Wells' computer, "This is your chance to truly get all deductive 'n' shit, Sherlock. Find us some clues about Rachel…or Kate…or Nathan…Anybody!"

Max nodded as she turned on the spot, "I'm on the case."

The brunette calmly walked over to a small table behind her; with a quick motion, Max turned on a small lamp close to a small pile of paperwork. Upon turning the lamp on, Max quickly realised that she was looking at Kate's school file; _This pretty much sums up Kate…shy and sweet,_ Max mentally commented, her mood sombre as she read over a recent update to the file detailing her suicide, _And in the wrong place._

Slipping Kate's file into her camera bag, the brunette turned and walked towards a large cabinet by the Principal's desk, taking a moment to cringe at his choice of artwork on the walls before she rummaged through the various files on record; quickly locating Nathan Prescott's file and reading over it before frowning.

 _Weird! This asshole has a spotless record._

Max sighed as she added Nathan's file to her camera bag, pausing for a moment to reply to a text she'd gotten from Warren. After taking a few seconds to convince Warren that she'd never intended to actually bow anything up; a half-truth now that she'd rewound, Max pocketed her phone and resumed her search for clues.

 _Let's nab this last file, Sherlock. Always wanted to say 'nab'._

The brunette stopped by the edge of desk as her eyes spied a sheet of paper that almost screamed 'confidential', piqued by her curiosity; Max picked up the sheet of paper and read over it, letting out a low sigh as she realised that it was a letter from Nathan's father, _So Nathan's dad is a bully too…Shocker._

Placing the Prescott letter to one side, the brunette raised an eyebrow when she spotted a second letter beneath it; intrigued she quickly began reading.

 _What the hell is this?_ Max asked as she read over the letter addressed to Officer Berry again, _Why do Sean Prescott and Wells want the Professor gone so badly?_

Max put the letter into her camera bag and took a step away from the desk, deciding to walk over to a chest sized cabinet of drawers to continue her search. The brunette opened the first cabinet and quickly looked through it, she found Rachel's file quickly but raised an eyebrow at how out-of-place it seemed – almost as if it'd been put back in a hurry, _Huh…Rachel's file is out of order here…Has someone been looking through these files recently?_

Noting the thought for later, Max read over Rachel's file quickly; frowning at the lack of information surrounding her disappearance, _Rachel doesn't seem so "troubled" based on all this…but there's not much here about the police investigation._

The Professor glared at the overly bright computer screen in-front of him as he scrunched his face up in both confusion and frustration; letting out a sigh, the Timelord lightly scratched his cheek as he quickly read through pages of data. Returning his hand to the mouse, he scrolled further down the page and continued to read, his eyes darting from one side of the screen to the other as he read through report-after-report at lightning speed.

* * *

"Nothing…How can there be nothing?" The Professor asked himself in a hushed whisper as he ran his laser screwdriver along the exposed motherboard of the computer, glancing between the screen and his efforts with his laser screwdriver with increasing impatience, "Blah, blah…filler reports…not relevant…Oh! _Oh…_ "

The Timelord smiled as he directed his attention towards the screen again, "Hmm…Case update just under six months ago…Filed by Officer Berry…Interesting…Why was this so encrypted?"

The Professor leaned forward onto the desk as he read over the report, feeling uneasy at the amount of redacted statements that seemed to plaster the screen in front of him.

"The Prescotts stepped in just when the ABPD were getting close to a breakthrough…" The Timelord summarised as he scratched his chin in thought, mentally satisfied with this development; even if it was a little one, "Of course the report doesn't say what that breakthrough was…Of course the encrypted files have sub-encryptions…Sheesh, someone's trying to hid something big," The Professor let out a low sigh as he directed his screwdriver back in the direction of the motherboard, "Maybe a little boost to this thing's processor will speed things along…I'd really like to kn-"

The Professor flinched as the computer's motherboard blew up from a sudden overload, showering both him and the area around him in sparks as he let out a low groan of both pain and annoyance.

"Stupid machine…" The Professor sighed as he shook his hand which had been holding the screwdriver in pain, quickly standing up from the chair and blowing on it to try and ease the burning sensation.

Clenching his fist several times before picking up the undamaged screwdriver, the Professor glanced at the charred remains of the computer's motherboard as he was bathed in the flickering blue light coming from the monitor.

 _Now wh-_ The Timelord was halfway through thinking before the sound of voices outside the office forced him into a low crouch as he took cover behind the desk.

" _You see anything, Berry?_ " A voice filtered into the room as the Professor popped his head up to look through the glass window on the door; he dropped it back down at the sight of a flashlight beam penetrating the glass.

"Standby…" Officer Berry's voice replied as the Professor heard the door opening followed by the sound of footsteps as the powerful flashlight hovered on the flickering monitor.

 _Ah, shit…Sorry about this, Berry. But you chose your side when you went on-board with the Prescotts…_

The Professor took a final breath as he switched the screwdriver to 'stun' mode, standing up quickly as the sharp _click_ of the prongs extending echoed around the room.

"12-99, Officer needs assist-ARGH!" Berry was halfway through reporting as he pulled his pistol out of his holster and turned to face the Professor; only to be struck in the centre of his chest by a bright blue beam of light that sent him crashing to the floor.

"Sorry, Berry…" The Professor apologised out loud as he walked towards the now-open door, his screwdriver at the ready as he offered the downed man a final glance, "You seem like a nice guy…Just on the wrong side of this…"

The Professor left the room and quickly took off running in the direction of the nearest fire exit as he heard the alarm sound, the deafening – almost monotone – _ring_ blaring in the Timelord's ears and making him cringe in discomfort. Turning a corner, the Timelord quickly backpedalled at the sight of two officers further up the corridor who were charging towards him at full speed; one officer rolling forward into a crouch at the sight of him before shouting a warning as the Timelord ducked back behind the safety of a wall.

 _I need to get past them…_ The Professor reminded himself as he picked up the sound of voices from further down the corridor behind him; _This is going to suck…_

The Timelord threw himself into a sideward roll as he jumped back out from behind the wall less than a second later, firing his screwdriver once as he hit the ground and rolled into a crouch. The beam struck the crouched officer in the leg, sending the man crashing onto his back with a yell of pain as the impact knocked him unconscious.

Not wasting any further time; the Professor directed his attention towards the second officer, who seemed caught off guard by the sudden incapacitation of his partner as he brought his gun to bear on the Professor's crouched form. The Timelord sprung up from his crouched position, using both his momentum and far superior reflexes to his advantage as he grabbed the officer's gun and yanked it to the side.

As he'd expected, the officer pulled the trigger in response, sending two bullets over the Professor's head as the Timelord ducked to a crouch and took the man's legs out from under him with a quick kick which caught the back of the officer's leading ankle; sending him crashing to the floor where the Professor disabled him with a blast from the screwdriver.

 _Three down…_ The Timelord tallied as he looked back up the corridor towards the exit, _No injuries so far…Let's keep it that way…_

The Professor resumed his sprint towards the exit as he cast a hesitant glance over his shoulder, the sight of more officers rounding the corner driving him to pick up the pace as he ducked behind a set of cubicles.

"We have three officers down!" The Timelord heard an increasingly distant voice report as he rounded another corner, taking out an unsuspecting fourth officer with a screwdriver shot to the back; not even stopping to watch the man hitting the floor as he ran around his falling body, "Suspect still on the run. All units respond!"

 _Exit. Exit. Exit…Come on…_ The Professor inwardly commented as he cut through an empty office to avoid another group of officers, his mind quickly retracing the map he'd memorised of this floor as he paused for a moment behind another cubicle. If he remembered correctly, and he usually did in situations like this, the nearest fire exit was just down the corridor; he just had to get through this office.

The Timelord took another breath as he steadied himself, hearing more footsteps thunder up a nearby stairwell as additional officers arrive on scene.

 _Now's a good a time as any, I suppose…_

The Professor raised his screwdriver as he burst out from behind the cubicle; quickly spotting four officers a few meters away with their weapons drawn and an additional two behind them who were taking up a rear guard. The Professor targeted the closest officer to him and fired as he continued to walk in the direction of the fire exit; the blast hitting the officer in the shoulder and sending him into a downwards spin as the Timelord wasted no time in taking out a further two officers before he'd taken another step.

The remaining officers took a step back in shock as three of their comrades were downed by the screwdriver's brilliant blue beam; the Professor quickly took advantage of this as he fired again before the officers that were still standing could get into cover. A fourth officer fell as he was hit in the side by the Professor's pinpoint aim; he was soon joined by a fifth as the two rear guarding officers turned to face the Timelord.

The Professor had barely taken four steps by this point as he levelled his screwdriver in the direction of the last officer who was standing, the man looking at him with a mix of bewilderment and sheer terror as he watched the last of his fellow officer's bodies hit the floor. The Professor had taken out five police officers in less than four seconds, a fact he was willing to press on the clearly unnerved last man standing.

The Timelord simply offered the man a smirk, " _Run_!" he shouted as he took another step, causing the officer to take a step back under the Timelord's unrelenting gaze; the man gulped as the Professor shouted again, "I said: RUN!"

The Professor watched the man closely as he glared at the screwdriver in fear, the Timelord taking another step towards the exit to emphasise his point as he kept the screwdriver completely level.

"Oh, fuck this!" The officer yelled with a slight whimper as he backed into cover behind the door to get out of the Timelord's view, talking into his radio as the Professor vanished up the corridor towards the exit, "All units, we now have _nine_ officers down…Who the hell is this guy!? I need hel-"

The Professor smirked at the relative success of his ploy as he covered the remaining distance between himself and the fire exit in less than a heartbeat, taking even less time to switch the modes on his screwdriver and force the door open.

"Right then…" The Timelord muttered as he took in a breath of fresh air and quickly looked around the police car park a few feet below; casting a glance over his shoulder as he heard more shouting coming from inside and the blaring of sirens in the distance, "Only one place to go, I guess…"

The Professor let out a grunt as he vaulted over the railings around the fire exit and landed on the tarmac a few feet below, he cast a final glance back at the station as his eyes picked out signs of movement in the room he'd just fought his way out of.

With that, he turned on his heels and ran into cover, quickly thinking through the fastest way to get back to the junkyard as the sounds of sirens became noticeably louder. Less than a second later, the Professor grinned as a plan formed in his head and he took off into the darkness; trying his best to play down the consequences of what he'd just done as he kept to the shadows and thought over what his next plan of attack would be once he got back to the TARDIS.

 _You can't trust anybody in this town...Now I definitely need to get to the bottom of whatever the hell is going on here..._

 **Author's Sidenote: And with that, I declare that Act 3 has started. Sorry if it seemed like this chapter wouldn't be uploaded today, Episode 4 of Life is Strange threw me emotionally and I had to spend a day getting my thoughts collected before I even thought about rewrites to this fic's plot. And yes, Dark Room content will now be included at some point in the future as the new Act 4 (I'm going back and forth between 5 and 6 acts total in size for this fic and I've yet to completely make up my mind on the issue - I will keep you updated on that). I suspect that I may get complaints about the fight scene at the end of this chapter but I can assure you that it has happened for a reason other than just driving the Professor's story arc forward; and what reason could that be? Stay tuned to find that out.**

 **As always (and this is probably starting to seem repetitive at this point; for which I apologise),** **favourite and/or follow this fic to show your support for it and leave feedback to let me know your thoughts (constructive criticism is greatly appreciated).**

 **Additional note: There will be a noticeable lapse in uploads for the next ten days as I'm leaving for a holiday in 2 hours, I'll try my best to get a chapter or two written up while I'm away and you can expect updates to resume upon my return.**

 **\- CAS2109 signing out.**


	15. Junkyard Rift

**Chapter 14 – "Junkyard Rift" –** **Blackwell Academy, Arcadia Bay, Oregon, United States of America – 02:11 AM Local Time, 9** **th** **October 2013**

 _Did you actually just say 'hella'? I think I'm a good bad influence on you._

Chloe's words echoed in Max's head as she followed the bluenette back towards the main doors, her thoughts somewhat distracted by the various files they'd found on Wells' computer.

Not only had the file names themselves been cryptic – with only a brief cipher in one of the Principal's drawers to refer to in order to make sense of them – but the contents of the files had given the both of them a bad vibe about what was really going on at Blackwell. One file in particular seemed to suggest that David Madsen was working with Nathan Prescott in some way – the thought alone was disturbing enough to Max – as well as another file which mentioned that David had also been following Rachel prior to her disappearance.

Nathan's actual school record had been quite the read as well, with dozens of incidents that had clearly been removed from his record thanks to his family paying major bank to the school.

 _I guess the Professor was right about that as well…_ Max inwardly noted as she closed the corridor door to the Principal's office and looked at Chloe, who was waiting for her by the main doors.

Smiling at the bluenette, Max quickly started walking towards her as she turned the light on her phone back off; pausing in place when she saw Chloe take a quick glance out through the door's window towards the courtyard and freeze.

"Shit!" Chloe whispered as she jumped back from the door, pulling Max away from the door by her arm, "Back! Back!"

Max looked at Chloe in confusion, glancing between her and the door as she went to speak, "Wh-"

Almost as if to answer her unasked question, Max hurriedly took an additional step back as she caught sight of David Madsen – accompanied by a handful of other security officers – running across the main plaza in the direction of the car park.

"Step-shit's on a mission…" Chloe muttered as the two girls approached the door, the bluenette slowly opening it and taking a hesitant step outside as she looked in the direction that David had ran off, "The fuck's he going?" After a few more seconds of looking, the bluenette turned and waved Max outside, "Okay…I think we're good…"

Upon seeing Chloe's signal, Max quickly walked outside; stopping just at the top of the upper plaza steps as she waited on the bluenette to lock the doors behind them. Her mind wandering for a moment as she looked around the plaza, Max froze when she caught sight of the town, quickly reaching for Chloe's arm as her eyes widened.

"Whoa…" Max gasped as she gently tugged on Chloe's arm, "Che, _look_."

The bluenette turned to face Max and then in turn looked at what the brunette was fixated by, her mouth opening slightly at what she saw.

Arcadia Bay was almost ablaze with blue and red sirens as what looked like a dozen police squad cars raced through the small town; a helicopter hovered high above the town, casting its powerful searchlight across both the town itself and the surrounding forests in a long arc.

"Someone's having a hella good night…" Chloe commented with a low whistle as she glanced between Max and the display, "That must be at least half the police department…"

The brunette was almost lost for words, opening and closing her mouth a few times before uttering and awe-filled "Wowzer…"

"Anyway," Chloe said as she lightly poked Max with her elbow to bring the brunette out of her transfixed state – already bored with the display in the town, "Since Step-shit and his goons aren't around to stop us…" Chloe held up her keys again and smirked, "Let's go raid the Otter's Lair…"

* * *

"Professor: One. Arcadia Bay Police Department: Zero…"

The Professor twirled his screwdriver in his hands as he took a small glance over his shoulder back in the direction of the town and smirked; the increasingly distant glow of sirens only serving to fuel the Timelord's relative ego as he walked along the dirt track to the junkyard.

"They're probably noticing around now that I'm not showing up very well on their thermal cameras…" The Professor commented in a half monologue with a widening smirk as his eyes picked out the distinct outlines of the disused school bus at the heart of the junkyard in the dim moonlight as it came into view ahead of him, "If they haven't already…"

In this one instance, the Professor was more than thankful for his substantially lower core body temperature (by human standards anyway); it had made evading the police patrols an elementary task – even with the police department's persistent helicopter presence.

At the thought of the helicopter, the Timelord briefly turned on the spot and watched the tiny three flickering dots of green, red and white as they hung in the sky on the other side of the town. His eyes briefly caught sight of the helicopter's powerful searchlight as it glanced across the tops of the taller trees which dominated the forest on the other side of the town.

The Timelord turned around again, mentally satisfied that he wouldn't need to worry about the helicopter for the moment, and resumed his walk towards the junkyard as the sounds of the sirens themselves began to fade. Given the effort of their search operation, he could only guess that the Prescotts had made it explicitly clear that his escape was unacceptable – unfortunately for both the police involved and the Prescotts, the Professor wasn't about to give them a choice in the matter.

"Although…I'll give them credit for trying to track me with canine units…" The Professor muttered as his mind wandered a little, somewhat bored with the present lack of anything to do other than walk back to the TARDIS, "A shame they've never encountered olfactory misdirection before."

 _Such a simple, yet useful, trick._

The Professor cracked a grin at the memory of the confused canine handlers when their dogs started barking in seemingly every direction before making a beeline for the nearest tree, almost taking their handlers with them in the process – it had truly been a challenge to bottle up his laughter at the comical sight.

Quickly tugging his collar as he finally entered the junkyard proper, the Timelord glanced up at the full moon in the sky above as it emerged from behind a light cover of clouds and paused for a moment in hesitation.

"Weird…" The Professor muttered as his eyes trailed the path the moon would have to have taken in order for the eclipse several hours earlier to take place; frowning, the Timelord continued as he furrowed his brow, "There's no way that eclipse should have happened…"

After a brief pause, the Professor pointed his screwdriver at a dark section of the sky before setting it to passive mode and activated it in a series of quick pulses as he ran it across the sky slowly; the distinct _whine_ cutting across the otherwise 'natural' sounds of the junkyard.

" _Nothing_ …" The Professor sighed, almost confused at the revelation as he glared at the dark patch of the sky, "If there was an eclipse then the moon _should_ be there…Not _there_ …"

The Timelord rubbed his forehead gently before freezing as his ears picked up a foreign sound emanating from somewhere in the junkyard. The sound was a quiet warble which was steadily becoming louder as the Professor turned to face what he assumed was the source of the noise.

"Now…" The Professor muttered as he brought his screwdriver to bear on the source of the noise, "What…" The Timelord paused as he started scanning the area in front of him, glancing at the screwdriver for any sudden warnings in case he had to make a quick getaway, "Are…" The Professor took a step towards the area with the greatest promise from the initial scan as the air close to the front of the school bus where he'd thrown a bottle yesterday started to ripple noticeably, causing the Timelord to smile in excitement, "You?"

The Professor's eyes darted towards the readouts on his screwdriver as a light breeze started to pick up from the direction of the ripple; he took another few steps towards the strange occurrence only to stop and lower the screwdriver to his side when he was barely a few feet from it.

The Timelord's hair seemed to stand up as he felt something which felt like static electricity flow through him, he promptly extended his empty hand towards the rippling air as he raised an eyebrow. When his hand passed straight through the anomaly it seemed to distort significantly and the Timelord felt a strange prickling sensation run along his arm; noticing that there had hardly been any noticeable increase in air resistance, the Professor quickly retracted his hand before scanning the ripple with his screwdriver again; making a few adjustments with the dial to increase the power of the scan.

The Timelord was thrown onto his back by a violent, yet completely silent, blue pulse of energy almost the instant he activated his screwdriver with the updated scan settings; blacking out before he'd even hit the damp junkyard soil at his feet.

* * *

"Boys or girls?" Chloe asked with a sly smile as she stopped midway between the two changing room doors, holding the keys up once again as she waited for Max to answer.

Max giggled at the question, looking at the door to the girl's changing room as she spoke, "Girls. Duh!"

"Girls? Ooh la la…" Chloe said, nonchalantly teasing the brunette as she smirked at Max's casual eye roll; she quickly unlocked the door and stepped inside the changing room, "I'll go check to see if the pool's heated."

Max shook her head and smiled at Chloe's comment as she followed her into the changing rooms, pausing for a moment to turn on her phone's flashlight so she could see in the pitch black darkness of the locker room.

 _I guess a little nosey wouldn't go amiss._

Max spent a few minutes in the locker room as she let her mounting curiosity get the better of her. Several raided lockers later, the brunette decided that she'd seen enough of both Victoria's selfies and musty-ass old gym clothes for the day. Max quickly left the changing room and found Chloe by the side of the large swimming pool, swirling her arm in the darkened waters as she waited for Max to appear.

"Max," Chloe said with a smile as she stopped swirling her hand in the pool water and turned to face the brunette, "Try to find the light for the pool. I want to see the sharks!"

"Otters don't like sharks," Max smiled as she crossed her arms, "They bite."

"So do I," Chloe grinned as she looked at the brunette and stood up, "Hit that light!"

Taking up the punk's request, Max turned around and wandered into the life guard's office (somewhat thankful for the opened door). She quickly picked out the wall panel containing the light switches for the pool and wasted no time in turning the pool lights on; pausing for a moment as the gentle hum of the lights filtered into the room.

The brunette left the room and returned to Chloe, who had stripped down to her underwear by this point; she watched the bluentte stand at the edge of the pull for a moments before taking a dive into the water.

 _Time to do or dive, Max._

Max approached the edge of the pull as the punk returned to the surface of the water, smiling at the look on her friend's face at the two looked at each other.

"Ohh yeah, baby! Feels like a hot tub! And with my cash stash I'm queen of the world! Bow!" The punk rattled off with a wide grin as she slowly made her way through the water towards Max; letting out a playful sigh when she noticed that the brunette still hadn't entered the pool, "Tell me you're not going to stand there watching me like a zombie."

When Chloe didn't get a response she cracked a grin and splashed a wave of water in Max's direction with a quick swipe of her hand.

Max quickly jumped back to get out of the way of Chloe's splash of water; laughing at the bluenette as she spoke, "Don't you dare!"

Chloe smirked as she threw another splash at Max, "Come stop me, hippie!"

"Okay, you asked for it!" Max laughed as she turned away from the pool and gently put her camera bag down before quickly stripping down to her underwear and taking a running jump into the pool, "Cowabunga!"

Max cannonballed into the water, immediately feeling how warm the pool water was as she returned to the surface. The brunette wiped the chlorine saturated water from her eyes and brushed her soaking wet hair to the side as she turned to face the bluenette – who had already started to move towards her.

"Why look, an otter in my water!" Chloe smiled as she started to slowly swim towards Max, her smile widening as she got closer, "Dun dun dun dun dun dun dun…"

"You're so obvious," The brunette laughed as she moved back from Chloe, "And I still get freaked out by that movie, so stop. I can't even watch any of those shark shows."

Max splashed Chloe as she finished, catching the punk off guard before the two engaged in a fight of mutually assured splashing. The brunette laughing as the water from one of Chloe's splashes momentarily blinding her, stopping the water-fuelled exchange for a moment as the two girls looked at each other.

"I'll just rewind and harpoon you," Max said as she continued to laugh, throwing another splash of water at Chloe as she continued, "Otter's revenge!"

Chloe quickly moved out of the way of the splash and smirked as she returned a splash back in Max's direction, "Cheater!"

"Yeah," the brunette smiled as she wiped the water from Chloe's latest splash out of her eyes, "You'd know about that!"

Chloe didn't reply, instead choosing to lie back and float on the surface of the water, closing her eyes as she spoke after a moment of silence, "I wish Rachel was here. She would totally love being in here at night," She turned her head and looked at Max, who was now floating in a similar manner, "Wish you guys had met each other…"

"We will," Max assured as she looked at Chloe and smiled, "With all this stuff going on, I'm starting to think everything is related…" The two girls started to swim to the edge of the pool as Max continued, "And I want to find out why for Kate's sake. She didn't deserve to die…"

"Your power is changing everything, Max," Chloe said as she pulled herself onto the swimming pool's edge and rested her chin against her crossed arms, "Especially you. I can already tell. You're not so chickenshit anymore."

"Thanks, girlfriend," Max smiled as she mimicked Chloe's position, turning her head to look at the punk; it had just now occurred to her that this was the first time she had seen Chloe's head without her beanie on, even in the somewhat dark interior of the swimming pool, she could see that Chloe's dyed hair was starting to fade back to its natural blond at the roots.

"You know what I mean," Chloe continued as she in turn looked at Max, "You're becoming like this force of nature."

"More like luck of nature," Max sighed as she scratched her forehead and broke eye contact, "Come on, my power failed trying to save Kate…"

"Max, I told you that there was nothing you could have done about that," Chloe comforted as she put a reassuring arm on Max's shoulder, "That was Professor Prick's failing. Not yours, okay?"

"Thanks, Che…" Max said as she smiled a little and looked at the bluenette again, "I just can't help but feel that I'm stumbling back and forth in time…And I don't know what for."

"You didn't stumble when you saved me, Max," Chloe pointed out as she smiled, trying her best to cheer Max up.

"Not that time," Max agreed as her smile widened, "But that's because you were there to kick start my power…"

"So it's time to start moving forward in time. And we're obviously connected since without me you would never have discovered your power, right?"

"Absolutely," Max nodded with a warm smile, "You make me feel like I know what I'm doing…"

"And you make me feel like I have a reason for still being in Arcadia Bay," the bluenette continued as she returned Max's warm smile.

"I hope so…"

"Stop being so goddamn humble," Chloe sighed as she looked at Max, her tone serious as she continued, "You're like the smartest, most talented person I've ever known."

Max paused, taken aback by the compliment, "T-thanks, Che…"

"I'm serious, Max…" Chloe reaffirmed as she edged slightly closer to Max, "Once you get over yourself, you're going to make the world bow."

"As long as you're there with me…" the brunette insisted, her tone soft yet firm.

"Don't look so sad," Chloe said with a soft smile as she gently poked Max in the cheek, "I'm never leaving you."

Max rested her head in her arms for a moment as she felt her heart flutter again at Chloe's words, she turned to face her best friend and after a moment of hesitation she edged along the side of the pool towards Chloe, "That makes two of us…"

"Mushy Max," Chloe laughed as she looked at the brunette and slyly cocked her head, "You look like you're going to kiss me or something…"

Max's breath caught in her throat as she hesitated again, her heart hammering in her chest as she looked into Chloe's eyes, "D-do you want me to?"

"I-" Chloe stammered, caught completely off-guard by Max's question.

Max looked at Chloe and took a quick breath, deciding that if it didn't work out then she'd rewind and save the two of them from any embarrassment. The brunette tugged Chloe towards her and planted a kiss on the stunned bluenette's lips as she felt her heart skip a beat. Chloe's surprise at the move was immediately apparent as she almost pulled out of the kiss before stopping herself, instead moving a hand and tracing the freckles on Max's check.

"I…" Chloe stuttered as she pulled back for a moment before returning a hesitant kiss, her warm and rough lips connecting once again with the quivering lips of the brunette. The punk pulled out of the second kiss and took a step back; blinking rapidly as she spoke, "W-well now I need to text Warren…" She laughed as she tried to regain her punky composure, pulling herself out of the pool as a smiling Max looked on, "Tell him t-that he doesn't stand a chance…U-unless he's into to girl-on-girl action…"

"Dork…" Max laughed as she followed the bluenette out of the pool and started to pull on her dry clothes, cringing slightly at the strong reek of the chlorine as it saturated her hoodie.

"Nerd," Chloe playfully shot back as she threw on her tank top and picked up her beanie, " _Soo_ …" Chloe began as she seemed to catch her breath, fixing her beanie before continuing, "My house?"

"I dunno," Max teased as she slid her camera bag over her shoulders and rubbed her arm slowly, "I have classes tomorrow…"

"Come on, Max!" Chloe exclaimed as she grabbed Max's arms and shook her gently, "It'll be fun!"

"Fine…" The brunette sighed as she feigned disinterest, smiling at the expression on the punk's face before smiling as she added "Dork…"

" _Hey_ , you kissed me first…" Chloe laughed with a teasing smile as she led Max out of the building and in the direction of her parked pickup truck.

Max offered a laugh in return as she squeezed Chloe's hand, looking at the bluenette's face deeply as she spoke, "You kissed back…"

"You didn't rewind…" Chloe pointed out, her voice soft as her pickup truck came into view.

* * *

 _This is why I can never have nice things…What was that?_

The Professor let out a small groan as he tried to sit up, rubbing his forehead slowly as his temples pounded with a dull pain. Feeling his muscles ache in protest, the Timelord's efforts quickly faltered and he fell back to the ground with a frustrated sigh.

"Gah…" The Professor muttered as he rolled onto his side and used a nearby rusted washing machine to help him get him back onto his feet.

The Timelord swayed on his feet as a lance of pain shot up the back of his leg; caught off guard by the sudden onset of discomfort, he quickly sat down on the washing machine and sighed as he bent down and rubbed the back of his leg. After taking a moment to comfort himself, the Professor sat back on the top of the washing machine and looked around the junkyard again.

The Timelord frowned when he quickly realised that the strange ripple effect had vanished entirely; scratching his head the Professor's eyes diverted to the ground as he started to hunt for his screwdriver – which he had probably dropped when he was knocked out.

 _There you are…_ The Professor inwardly smiled as his eyes spied the metallic casing of the screwdriver amongst the muddy brown ground, the device giving off a noticeable shine in the light of the full moon. Upon finding the screwdriver, the Timelord pushed himself off of the washing machine and let out a gasp of pain as his leg was once again numbed with pain. Managing to keep his balance, the Professor grunted in pain as he stamped on the ground a few times with the leg in question in an effort to forcibly relieve the pain.

 _Well that worked…Sort of…_

The Professor gritted his teeth as he limped away from the washing machine towards the dropped screwdriver, his limp vanishing after a few steps as he crouched down to a squat to pick up the screwdriver before he brought the device closer to his face to read over the results of the scan he'd taken before he was abruptly knocked unconscious.

"Oh…" The Professor said as he stood up and looked back at where the rift had been, lowering the screwdriver to his side as he took a step back.

He looked back the reading on his screwdriver as his mouth opened and closed a few times in both excitement and confusion.

"The rift was giving off the same pattern that's persisting around the town…" The Professor commented as he quadruple checked what he was looking at, "Only stronger…"

The Professor suddenly looked up as he heard the warbling noise again and his screwdriver let off a shrill warning, " _Oh._ This is _bad…_ "

The Timelord followed the sound around the side of the rusted school bus and stopped in his tracks when he saw another ripple close to his dormant and defenceless TARDIS; more or less a few meters in front of the old, listing and rusted sign.

The Professor crossed the distance fairly quickly, casting a mournful glance at the TARDIS as he passed it, and stopped in front of the rift. As the Professor stared in awe at the new rift close to the TARDIS, the distinct howl of a wolf somewhere in the forest silenced the ambient _cricket_ of the junkyard's natives.

The Timelord's awe filled stare quickly turned to a purely analytical one as he fixed his collar again and pocketed his screwdriver; he glared at the rift and chewed on his tongue for a moment as he quickly thought over what his next plan would be.

 _Hopefully I have all the pieces I need…_ The Professor muttered as he looked at the muddy ground beneath his feet before returning his gaze to the rippling air in front of him, _I just need to connect the dots. Hell, even finding Rachel is the least I can do for Kate._

 **Author's Sidenotes: And I'm back! I hope you all enjoyed this chapter and I'm sorry for the delay in the upload (I had to push past a tiny bit of writer's block to finish this chapter but everything's good now!). The next chapter will see the mystery of the signal revealed so I hope you all stick around for that (I'd love to see any theories you guys about both this fic and the cannon events of LiS in the reviews if you feel like sharing them).**

 **I'll be returning to school on Monday so I may have to shift the update schedule to once per week - I'll keep you all updated about this but if I can stick to twice per week then I will.**

 **As always, please leave your feedback in the reviews (even if its negative - although I would prefer constructive criticism over hate) and favourite and/or follow this story if you're liking it so far! See you all in the next update!**

 **CAS2109 signing out.**


	16. Two Words

**Author's Forenote: Sorry for the delay everyone, I hope the reveal at the end makes up for it.**

 **Chapter 15 – "Two Words" – Chloe's House, Arcadia Bay, Oregon, United States of America – 08:28 AM Local Time, 9th October 2013**

"Thank you so much, Joyce. I'm never leaving this table," Max smiled as Joyce placed her breakfast down in front of her, the smell of the freshly made pancakes reminding the brunette of the countless mornings she spent with Chloe and her family after one of their many sleepovers.

"Good. You can clean." Joyce chuckled with a warm smile before walking off towards a cabinet under the stairs and starting to look through it.

Max watched Joyce for a few seconds before turning her attention towards the mouth-wateringly tasty-looking pancakes in front of her; picking up her fork, the brunette made short work of the pancakes – finishing them in what seemed like record time as she put the fork down on the plate and savoured the taste of her last mouthful of Joyce's heavenly pancakes.

 _Now that's what I call pancakes!_

Feeling the pancakes settle in her stomach, the brunette brushed a few strands of hair away from her eyes before pulling the folded newspaper on the table towards her. Taking note of the headline - 'Eclipse Looms Over Town as Manhunt Begins' - Max quickly read over the front page article.

 _Hmm…It's pretty much the same article that was on the ABPD website…I don't know whether to be impressed or scared that the Professor managed to pull off a jailbreak…He seemed so harmless when we first met – if a little creepy_.

While Max was thankful that this story had taken media attention away from Kate's suicide, Kate's family had enough to deal with even without the media vultures praying on their daughter's death, she had a feeling that the situation in Arcadia Bay was only going to get worse; a feeling reinforced by the presence of dead birds seemingly everywhere. Still, at least she'd been able to save two birds so far...

"Seeing you again…" Joyce began as she approached the table with a binder in hand, quickly drawing Max away from her train of thought as the two smiled at each other, "Ahh, made me remember so much…" Joyce looked at the brunette with a warm smile as she sat down and opened up the binder, revealing the collection of family photos inside, "I know these photos don't measure up to your work, Max…"

"My favourite photographers probably take pictures similar to yours," Max smiled as she looked over the first page of pictures, each image brining with it a collection of childhood memories; the brunette looked at Joyce as she turned the page, her voice reassuring as she spoke, "You make David happy, Joyce."

"He wants us all to be happy, Max," Joyce said as she looked up from the family photos, her hand gently resting on a picture of William as she spoke, "He's just not great at showing it."

Joyce turned the page when she finished; Max quickly noticed a series of pictures with Rachel Amber in them, "Uhh, I don't think I can rock this outfit like Rachel…" Max smiled when she saw that in one of the pictures, Rachel wearing the same clothes as she was.

"You have your own cool style," Joyce pointed out before turning the page again.

"Wowser," Max breathed as she saw the lone, five year old picture of her and Chloe in the centre of the page, "I totally remember that day…"

"I'm glad…" Joyce smiled as she looked at the picture, her hand stopping just at the edge of the photo as she spoke, "William took this picture with his instant camera. It was the last picture he ever took…He had his car out right after this and…and…"

Max's face fell as Joyce looked increasingly distant for a moment, "I know, Joyce," The brunette's voice was soft as she tried to comfort Joyce, bowing her head slightly as she continued, "I'm sorry…"

"I didn't show you this to be morbid," Joyce continued as she took the childhood picture out of the binder, she looked between the picture and Max a few times before holding out the picture to Max, "In fact, I want you to have this…" Max looked at the picture for a moment before taking the picture and carefully placing it in her camera bag, "This was when my baby was so full of life and light. She was hopeful, positive…" Joyce hesitated for a moment as she rubbed her hands together slowly, "Everything she's not today. And this was the last time I ever saw Chloe truly happy."

The brunette gave Joyce a warm smile before the sound of heavy footsteps on the stairs drew her attention in the direction of the corner towards the bottom of the staircase. Sure enough, a beanie-less Chloe emerged from around the corner a few seconds later; giving Max a sly smile as she walked over to the brunette's side of the table.

"Did you guys have a bonding session about how fucked up I am?" The punk asked as she briefly paused at the end of the table, looking at Max before glancing at her mother as she put her hands on her hips.

"It's not always about you…" Max said somewhat unconvincingly as she flashed a small smile at the bluenette.

"Chloe, please," Joyce interjected as she gestured towards an empty chair at the table, "It's too early to start picking a fight. Eat instead."

Ignoring her mother's request, the punk leant over the table, quickly whispering in Max's ear as the two of them glanced at Joyce, " _I'll keep the warden busy while you go peek in the garage_."

"Now stop whispering or I'll know you're talking about me," Joyce interrupted her tone somewhat stern as she looked at the punk.

Chloe gave Max a small nod before turning to face Joyce, "Stop being so nosey, mother," she retorted, her voice a mixture of sass and irritation as she took a step back from the table and crossed her arms, "Jeez, I can't do anything around here without everybody getting up in my shit…"

Joyce let out a small sigh as she looked at the punk dissaporvingly, "No one can even joke with you, Chloe; you fly off the handle like that…"

"Excuse me," Max said quietly as she stood up and walked away from the table, "I have to use the bathroom."

"Sure, run off and pee when you should back me up," Chloe grumbled in her trademark 'pissed-off-but-not-at-you' voice as the brunette hurriedly walked off and disappeared behind the corner.

"Now who's being paranoid?" Joyce almost groaned as she stood up and walked into the kitchen, "Just listen to yourself."

"Nobody else does!" Chloe shouted as she threw her hands up the air in frustration before sitting down as Max doubled back down the corridor and slipped into the garage without Joyce noticing.

 _I do need to get into David's computer. He's gotta be hiding shit_.

Max looked around the dimly lit garage as her eyes hunted for David's laptop; noticing that he hadn't moved it since the brunette's last trip to the garage, Max quickly walked over to the laptop and gave the touchpad a quick tap.

 _No shit it needs a_ password…Max inwardly sighed as she looked at the lock-screen; smirking, she tapped out a familiar term on the keyboard before hitting enter, How _about 'stepdouche'…Try again! I need more clues_...

The brunette took a step back from the laptop and looked over the garage again before walking off towards a nearby filing cabinet.

* * *

"So. Since it's just you and me," The Professor half muttered, half sighed through gritted teeth as he glanced at the rift from where he stood; his eyes remaining fixated on the rippling heart of the phenomena as he toyed with a small irregularly shaped stone in his hand, " _Alone_. As we've been _all_ night, well…aside from that canine unit that wandered off after a while…"

The Timelord let out a long irritated sigh as he threw the stone at the rift, pausing for a moment as he watched the form of the small rock contort when it passed through the anomaly; he'd stayed relatively silent all night as he passively scanned the rift with the TARDIS sensors that were still operable but after almost six hours of little-to-no progress it was starting to grind on him.

"Could you maybe give me a hint as to _what_ the hell you are!?" The Timelord asked in frustration as he quickly walked towards the rift, he stopped barely a meter from the rippling air before holding up his hand and grinning with child-like enthusiasm as he poked his index finger towards the rift, "OH! No! _NO_! Don't tell me. Don't tell me!"

The Professor remained silent for a few moments as he paced around the rift in a near-perfect circle, never breaking eye contact with the phenomena as he wracked his brains for an explanation; his analytical expression suddenly faltered as he turned his entire body to face the rift, replaced by one of hesitant curiosity,

"How about a _hint_?" The Timelord asked as he cleared his throat, cringing slightly as he felt his ego ache with dissatisfaction as the words left his mouth, "I _know_ you're connected in some way with what's going on in this strange little town…I just know it!"

The Professor ran his hand through his hair as he turned a full three hundred and sixty degrees on the spot, "But _what_ are _you_?" Taking a step towards the rippling air, he continued, "A Temporal Rift?" The Timelord quickly retracted the statement as he held his hands up and continued to pace around the rift, twiddling his thumbs as he spoke, "No…no…no…Temporal Rifts leak either time energy or Artron Energy…and you're leaking neither – or else the TARDIS would be refuelling…"

The Professor stopped, looked at the TARDIS, smirked and then pulled out his laser screwdriver, "In fact; all you're emitting is _this_ code…Pattern…Message…Whatever the hell it is…" The Professor's brow furrowed as he glared at the recording of the pattern on his screwdriver, " _What_ is it!?" Letting out a long groan, he continued pacing as he slipped the screwdriver back into his jacket pocket, "It's not like any algorithm I've ever seen; there's barely any correlation between the numbers…"

With that possibility out of the way, he quickly switched to other explanations for the pattern; letting out a low sigh as he quickly dismissed a further incorrect conclusion; becoming increasingly irritated with each dismissial he was forced to make, "And it's far too simplistic to be a cipher or code, this _has_ to be _big_ and _complex_ and _meaningful_ …" The Timelord stepped back from the rift and rubbed the back of his neck before pulling an empty glass bottle out of his pocket; continuing his inner-debate in a whisper, "This whole situation just screams it…" The Timelord turned around as he tapped his fingers against the bottle in a rhythmic beat of eight, "But it's _just_ eight numbers… _Eight numbers_!" The Professor dropped the bottle to his side, holding it by the neck before taking a deep breath and throwing it away with a scream of frustration, "Argh!"

The Timelord watched the glass tumble through the air in a high arc for half a dozen seconds before it vanished behind the rusted body of the school bus; the sound of the glass shattering against a hard surface reaching his ears a few moments later.

"I can't believe I'm talking to a rift in space-time…" The Professor chuckled lightly as he scratched his cheek and took a steadying breath, "Might as well be talking to a brick wall though…"

With that, the Timelord turned around and looked back at the rift; his face once again contorting with a mixture of anger and frustration, "Damn it! I'm so close!"

The Professor stormed towards the rift, jabbing his finger towards the rippling air as the loss of Kate started to become increasingly futile in the face of the Timelord's lack of progress; he let out a scream of frustration before he stabbed his finger at the rift, "I _KNOW_ YOU CAN HEAR ME!" The Professor's shout echoed around the empty junkyard, silencing the chirping of birds in the trees nearby as he took another breath and quickly fixed his cufflinks before he spoke again, "I detect distinct oscillations from you _every_ time I talk; _so answer me_!"

The Professor stood in place as he glared at the rift, his shoulders rising and falling with each of his frustrated, deep breaths. After a brief pause, he clenched his fists and let out along sigh as he turned around; only to stop dead in place mid-turn as the air around him distorted and froze.

"Another rewind…" The Timelord noted as he glanced at the landscape in front of him, frozen in time for a split second before everything started to play in reverse, "That's the first in quite a while…How do humans sleep for so long? Lying on tiny spot for around eight hours…" The Timelord shivered at the thought as he blocked the pain caused by the throbbing pressure in his head, "Must be torture…"

The Professor's ears twitched as he picked up the sound of what seemed like the howl of a wolf over the ambient swooshing of the rewind; turning around quickly, the Timelord's jaw fell as he caught sight of the rift – or what was residing in place of where the rift had once been – it was horribly contorted, like a three dimensional pulsating tear in the air itself. When the Professor caught sight of the new anomaly, the tear widened and the distorted echo of a distant mumble seemed to leak out of it.

Regardless of how incoherent the sound was, the Timelord could only look at the rift as the rewind ceased and time resumed in its normal direction with a look of amazement as his eyes widened with childlike giddiness. The Professor watched the rift pulsate between the rippling air and the contorted tear for several seconds in complete silence as he opened his mouth to speak before closing it again.

* * *

 _Score! Max the Hacker strikes again!_ Max inwardly cheered as her latest password cracking attempt resulted in success, she made a note to ignore the attempt which had resulted in a lockout that had forced her to rewind.

Max smirked as the home screen for David's laptop appeared and she wasted no time in opening up any file which peaked her interest. The brunette's eyes widened slightly as she read over the first file on her mental list: Rachel Amber's.

 _Whoa, spoiler alert! Rachel definitely hooked up with Frank…But why does David care?_

Max blinked in surprise at the file; not only was it not the breakthrough she'd been hoping for, it also just added another thing to Arcadia Bay that would hurt Chloe and make her either sad or mad or both.

The brunette began to contemplate how exactly she was going to break the news to Chloe as she clicked on and started to read over Kate Marsh's file, her frustration and anger towards David only increasing the more she read.

 _Instead of stalking Kate, David could have actually helped her…_

Shaking her head, Max sighed and moved onto the next file; almost freezing as her personal curiosity only rewarded her with a feeling of unease at what she was looking at. David had gotten access to not only her school timetable and I.D, but also a collection of her online aliases.

 _This is so wrong…Creepy bastard._

With an unnerved shiver, Max quickly clicked on the most recent addition to David's profile list: Richard Lester - AKA, the Professor. Time to see what David had on him...

Max almost let out a disappointed sigh when only a handful of pictures with The Professor and Kate as well as a small written report came up before her eyes picked out a small icon at the corner of the tab.

 _Wait…There's another file attached to his_ profile…Max noted before she clicked the hyperlink to the attached files, her eyes widening when dozens of pictures - many of them black and white - began to load up on the screen. On every picture, there was a red circle around a figure that seemed to be unchanging despite there being a twenty year difference between some of the pictures. The Professor was recognisable in every picture he was in, always wearing the same suit (even the same tie) and most of the time he was looking directly at the camera, his unaging face proving to be strangely intimidating as his powerful stare seemed to go right through you, _Wowsers_ …He _shows up everywhere…Switzerland during 'The Winter of Terror'…That doesn't sound ominous at all. NASA during the moon landings…The Manhattan Project…A handful of Space Shuttle launches…And is that…Chernobyl?_

Max quickly closed the computer down and left the garage; quietly closing the door behind her and walking over to Chloe, who was sitting at the table awaiting the brunette's return, the two of them exchanging a knowing glance before Max reached the table. The brunette shuffled around the table quickly and was about to tell Chloe about the files when a voice from behind her made Mac freeze in place.

"Nice breakfast," David's voice rung out as he walked into the living room and looked at the table as Max and Chloe looked at each other in concern.

"David," Joyce replied, sounding surprised as she exited the kitchen, "You're back already?"

"I have to take a nap after helping out with that manhunt last night and the vandalism reports I just had to write up…" The security chief explained briefly, sounding more than a little pissed off at the second detail.

Joyce paused as she looked at David and crossed her arms, "What happened?"

"Some little shitass punks broke into the swimming pool while we were off campus," David almost spat as he scratched his shoulder before raising his voice in annoyance at what had happen, "This is what happens at these P.C. bullshit colleges. Entitled students taking over the campus!"

"Do you know for sure it was Blackwell students?" Joyce asked as she looked at Chloe and Max for a moment.

"No…But who else would do it?" The disgruntled security chief pointed out as he continued to walk towards the table, "One thing that I do know is that I'm going to bust them," David hit his fist against his palm to emphasise his point before turning and looking at Max; remaining silent for a few seconds as he stopped on the opposite side of the table and leant forward on it, "Figures you'd be here," he muttered as he looked at Max's clothes, "Is that your Rachel Amber Halloween costume?"

"You know more about her than me," Max shot back quickly, glancing at Chloe as she noticed David tense for a moment.

"No, you and Chloe think you know more than anybody," David retorted as he stepped back from the table, his eyes snapping away from Max towards the bluenette as Chloe stood up in response to his tone, "Like all teenagers."

"Leave Max alone, David," Joyce pleaded as she stepped in; eying the security chief carefully as she spoke, "Stop threatening students."

"He threatens them with surveillance cameras," Chloe injected as she took a step forward and crossed her arms, "So he can spy on everybody…"

* * *

" _What_?" The Professor spluttered as the rift continued to shift between the ripple and the tear, letting out an angry hiss as it violently crackled and shook, "Oh I wish I'd set cameras up now…" The Timelord grinned as he looked back at the TARDIS for a moment before returning his bewildered gaze to the rift, " _That_ was _astonishing_ …Did you just?" The Professor let the question hang in the air for a split second before answering it, his smile widening as he continued, "Yes you did! Oh! Oh!" The Timelord turned on the spot and looked up at the sky before letting out an excited shout, "Oh…Oh it's Christmas!"

The Timelord returned his head to look at the rift as he channelled all of his energy towards making use of this sudden opportunity; before he could actually do anything however, the rift contorted again and a sharp lance of pain shot through the Timelord's head as he stumbled backwards. Blinking several times, the Professor eyed the rift cautiously when he noticed that the pain was not the consequence of a rewind; less than a millisecond later, a low, rumbling voice seemed to speak – from within the Timelord's head.

" _ **T**_ -" Was all the distinct and powerful voice managed to saw before the rift shrunk in size and started to pulse again.

"What?" The Professor asked as his eyes widened, he took a step towards the rift and cringed at the sudden invasive voice, "Urgh…The rift's sealing…" Panicking somewhat at the thought of losing such a possible breakthrough, the Timelord's hand shot into his pocket; returning with his screwdriver, which he promptly pointed at the rift and activated as he willed the rift to stabilize, "No…No! No! No! No! Come on!" The Timelord almost begged as he watched the rift continue to shrink, "Talk to m-"

Before the Professor could even finish, the rift exploded in size and the voice returned in force to the Professor's head, " _ **Two-**_ "

"Two?" The Timelord asked as he took a sudden step back, his mind reeling from the voice's return; his eyes lit up a moment later as he returned his screwdriver to his pocket and pulled out a small notebook and pencil, "Oh! Two! Ah ha ha! First number in the pattern! Come on!" The Timelord insisted as he started to write down a series of notes, "Yes! Let's go! Mo-"

" _ **Words…**_ " The voice's interruption threw the Professor off a proverbial cliff as he stopped writing mid-word and looked up slowly, his face paling slightly as he looked back at the rift.

"W-what?" The Timelord spluttered for the second time in less than two minutes as he took another step back.

" _ **Two words,**_ " The voice repeated as a chill spot up the Professor's spine, the sudden shift in regards to the logic behind the pattern bringing his mind to a crashing halt.

"W-what?" The Professor asked again, his voice wavering as his mind started to pull itself together and make use of the information the rift had supplied it with.

The rift's voice was silent for a few moments before repeating what it had said, the distorted nature of its voice within the Timelord's mind betraying no emotion or feeling, " _ **Two…Words.**_ "

" _No…_ " The Professor muttered in denial as he stepped back again, memories of the pattern flooding into his mind as he started to assemble the pieces of the puzzle, he looked down at his notes and flipped back a few pages to the notes he'd made in the diner yesterday morning and looked at the numbers with a mixture of shock and fear, " _No. It-it can't be…_ "

" _ **Two. Words,**_ " the voice repeated again, its voice emotionless as the Professor halted in place and glared at the eight numbers in front of him.

 _Two. One. Four. Zero. Twenty-three. Fifteen. Twelve. Six._

"That's impossible…" The Timelord breathed as he noticed his hands tremble slightly, he looked at the rift and continued; his tone one of fearful denial, "It was just a _myth_ , a _legend_ …" The Professor's lip quivered at each mention of 'it' as he mentally tried to block any thought of it, "It _can't_ be _real_ …but it _matches_ …" he brought the notebook closer to his face and froze, " _By Rassilon_ …The pattern…Those numbers aren't a pattern…" The Timelord's face paled as his body finally caught up with his mind, "They're _letters_ …So that means that it's not a series of numbers I've been recording…" The Professor took a series of steps away from the rift, pausing only when he was level with the TARDIS as his eyes shot between the eight numbers on the notepad and the rift, "It's been letters the entire time," The Timelord quickly assigned letters to the numbers as he silently prayed he was wrong, entirely wrong; because it was impossible, "Seven letters…two words…" The Professor's lip trembled as he looked over the numbers, "That makes them…"

The Professor swallowed in fear as he looked up from the notepad for the final time; his eyes almost frozen as he spoke, "Bad Wolf."

The voice seemed to laugh as it spoke again, its rumbling tone coming with each expansion of the rift, " _ **Are…You…Scared…Of…The…Big…Bad…Wolf…Professor?**_ "

The Timelord steadied his hand before he looked at the rift and blinked as every instinct he had in him told him to turn and run away as fast as he could, "…Yes…"

 **Author's Sidenote: And the message behind the pattern has been revealed at last! Hopefully it's been worth the wait.** **This leaves at just past the halfway point of Act 3, I still have big plans ahead!  
** **On another note (and as you've probably guessed), I've elected to go for weekly uploads as they're much easier to balance with the volume of schoolwork I expect to get over the course of the next school year. As such; review with your thoughts so far, follow and/or favourite to show your support for the fic and I'll see you all next week with the next update!**

 **IMPORTANT UPDATE (8/29/15): For some reason, FanFiction is not allowing me to upload new chapters. I am working on bypassing the problem and hope to have Chapter 16 up soon!**


	17. Unfair Advantage

**Chapter 16 – "Unfair Advantage" – Arcadia Bay, Oregon, United States of America – 09:19 AM Local Time, 9th October 2013**

"Oh boy. Sergeant Shithead did not like that…" Chloe chuckled as she glanced away from the road in front of her to look at Max with an admiring smile. "Nice, Max…I didn't think you got _that_ feisty…" Chloe cocked her head slightly as she returned her eyes to the road, "Well I guess I should have seen it coming after last night…"

"Listen," Max said nervously as she rung her hands, directing the conversation onto an uncomfortable topic, "When I went through David's laptop, I found pictures of Rachel and Frank…being more than friends."

"Right," Chloe interrupted dismissively as she put her foot down a little harder on the gas pedal, "No way, Max. She was just posing to tease Frank."

"If you're not going to believe me," Max continued as the Two Whales Diner came into site, "Why don't we check out what Frank has in his RV?"

Chloe looked at Frank's parked RV beside the diner before glancing at Max, "What's that gonna prove?"

"Frank has Rachel's bracelet," the brunette pointed out as Chloe turned the pickup truck off of the main road and into the diner's carpark, "What else does he have in there?"

"Motherfucker better not have anything," the punk fumed as she quickly parked the pickup, "Or I'll give him worse than a broken nose…" Taking a moment to calm herself, Chloe looked at Max as she opened the driver side door, "Let's check the door. Frank gets so wasted he sometimes forgets to lock it."

"I can't believe you hung out with him."

"Not anymore," Chloe assured Max as the two stood just beside the door to Frank's RV, "We have to be casual ninjas here…" the punk turned and went to pull open the door before jumping back as Frank's dog started barking from inside the RV, "Shitballs," Chloe turned to face Max quickly as the two girls took a further step away from the RV, "Okay, here's the plan. I'll go to the diner and distract Frank by telling him I have his money, but he needs to come with me. Then you come in and rewind so Frank doesn't see me, then you can tell Frank he needs to check out his RV," Chloe paused for a moment and started making vague hand gestures as her train of thought started to slow down, "And then you rewind after you get the key," the punk scratched her head quickly, "And…uh, and…"

"Chloe, I got this," Max smirked as she held up her hand, giving the bluenette a teasing look before glancing towards the diner, "I'll be right back."

"Don't let my epic plan get in the way of yours," Chloe retorted with a small laugh as she looked over her shoulder towards a set of dumpsters behind her, "I'll try to scrounge up a Scooby snack to distract his mangy mutt."

 _Now to find a quick and easy way to snatch Frank's keys,_ Max mentally noted as she turned around and starting to walk towards the diner, pausing for a moment when her eyes picked out a pair of dead birds in the middle of the car park – just like there had been in Chloe's backyard, _Tornadoes, snowfall, eclipses…and now dying birds?_ The brunette started to mentally list in disbelief, _Holy shit._

Trying to put the impending apocalypse at the back of her mind for the meantime, Max left the carpark and climbed up the small flight of stairs before opening the door to the diner and walking inside, _Good Lord, bacon…_ The brunette inwardly smiled as she felt her stomach grumbled at the mouth-watering smell of the diner, _I'm ready to nosh again. But I need to get those keys from Frank. Where is he anyway?_

The brunette quickly located the resident drug dealer, who was sitting in a booth at the end of the diner with his back to the carpark; even from where she was standing, Max could make out the sizeable bruise on his face from the Professor's debilitating elbow-to-the-face from yesterday. Frank remained hunched over his table, not even registering the brunette's entrance – something Max found a little strange considering she had pointed a gun at him yesterday, and continued to stuff his face with a forkful of beans.

Deciding to make her entrance, Max walked over to Frank's booth and rested her hand on the table; an action which resulted in the drug dealer finally noticing that she existed – just not in the way the brunette had expected him to.

"Rach-" Frank was halfway through saying before his tone changed and his smile fell before it had even formed, "Wait. Who the fuck are you?"

"Y-you don't remember me?" Max asked as she took a step back, unable to hide her surprise, "I was with Chloe in the junkyard yesterday."

"Nooope…" Frank replied after a drawnout pause as he dreadpanned the brunette, "I'm pretty sure I'd remember talking with that punkass bitch Chloe…" The drug dealer quickly dismissed Max as he went to return his attention to his plate of beans, "Now if you'll excuse me, I'd like to get back to my breakfast."

Max blinked at the dismissal, completely caught off guard by the realisation that Frank had no memory of the events of the junkyard; quickly regaining her composure, she decided to take a wild stab in the dark to see how he would react, "Why not grab your keys and we could check out your RV…"

"Let's not," Frank replied quickly as he looked at the brunette with a serious glare, "You're fucking creeping me out."

Max took a step away from the table at the expected response as Frank returned his attention to his beans, rubbing her forehead slowly as she thought over what had just happened.

 _What the fuck? Frank doesn't even remember what happened in the junkyard yesterday. What did the Professor do to him? I need to think of something…We need those keys…_

The brunette turned her attention to Officer Berry, who was sitting on a stool by the counter; perhaps she could use her rewind to wriggle enough information out of people to get the key from Frank. Max walked towards Berry, who quickly noticed her as his face softened.

"How're you doing, Maxine?" Berry asked, sounding concerned as the brunette returned a weak smile, "I'm so sorry you had to be up there when Richard and Kate...went and…" Berry trailed off before clearing his throat, his tone turning harsh, "We'll get the bastard, I promise you that," he paused for a moment as his tone softened again, "Just know that we're proud of you for going up there."

"Thanks, Officer Berry," Max smiled in response as she rubbed her hands together nervously, "I know you guys deal with this stuff way more than me, but it is hard to deal with; especially when it's a close friend."

"I'm glad you're representing Blackwell Academy. Let me know if you need anything."

"Officer Berry? What happened last night anyway?" Max asked as she crossed her arms lightly, her curiosity getting the better of her, "It's all over the papers and we were stopped by police blockades a few times on the way here."

"I honestly have no idea," Berry answered honestly as his shoulders sagged slightly, "I was out cold for most of it…That bastard got out of his cell somehow, managed to sneak unnoticed to the evidence lockers and then to an office…We only found him when he blew up a computer…" Berry paused for a moment in thought, "I had him cornered and then the next thing I know; I'm waking up in the medical room and he had vanished without a trace after knocking out eight other officers…"

Max opened her mouth to speak before closing it again, her face covered in disbelief at Berry's statement.

"I had the same reaction…" Berry said with a half-smile before his face turned serious – almost fearful, "If you see him, Max. Stay away from him and call us immediately. He's dangerous."

"Will do, Officer Berry…" Max assured as she took a moment to think over what Berry had told her, _That's insane…Berry seems genuinely scared about this…But why? No one died…Right?_

"Anything else I can do for you, Max?" Berry asked as Max remained in place.

"I thought it was Nathan Prescott who represents Blackwell…" The brunette asked as she brushed a few strands of hair out of the way of her face.

"Now don't make me backwash this bacon," Berry quietly laughed at the brunette's comment, "You know what the Prescotts represent."

"Taking over Arcadia Bay?"

"You're not far wrong, Max," Berry continued, rubbing his cheek slowly in thought, "I heard the Prescotts are working on some new big land deals…Mr. Prescott helped out my family once, a while ago. So I made a deal with him," Berry sighed as his tone turned spiteful, "That I can't seem to get out of. Man, if I could get one instant replay in life…" The police officer's head drooped as he quietly muttered to himself, " _Maybe Richard was right about something_ …Anyway," Berry looked back at Max and smiled, "I better finish my breakfast. I'm needed back on patrol soon."

 _I bet I could use that…_ Max wagered, stepping back from Berry as the police officer turned around to continue eating his breakfast. The brunette held up her hand and remained in place as time started to play backwards, dropping it after a couple of seconds to let time resume when she'd rewound back to a previous point in her and Berry's conversation.

"Anything else I can do for you, Max?" Berry asked as Max rubbed her forehead to ease away the pressure that tended to build up during every rewind.

"I heard a rumour that you were working for the Prescott family on the side," The brunette stated after a short pause, the pressure in her head fading as she continued rubbing her head slowly.

" _Jesus_ ," Berry muttered as his eyes widened, "Doesn't this town ever shut up?"

"I don't blame you for getting extra work."

"Look, sometimes I check up on the Prescott family to make sure they're doing alright…" Berry said defensively before nodding towards Nathan Prescott in a nearby booth – who Max somehow hadn't noticed when she'd entered the diner, "Nathan included…Keep this quiet, Max."

Max stepped back from Berry and quickly held up her hand to rewind all the way back to before her conversation with Berry, the effort of the rewind alone making her temples throb in pain. The last thing Max needed right now was something to trip her up and as nice as Berry seemed, he was in bed with the Prescotts, something that didn't sit right with the brunette.

With the rewind's conclusion, Max quickly checked her nose for any bleeding; upon finding nothing, she quickly fixed her hair and walked over to speak to Nathan – much to her dismay.  
And as she'd expected, it didn't take Nathan long to notice her but once again, not in the initial way that she'd anticipated.

"Rachel?" Nathan asked as his face brightened for a moment as he turned to look at Max, only for his face to fall again when he realised who it was, "Whatevathefuck!?"

Max took a step away from Nathan's booth and looked between what she was wearing and Nathan, "Uh…"

"Oh look, 'Max Amber.' Nice outfit," Nathan mocked as he rocked in his seat slightly, tapping his right foot against the floor as he continued to speak, "By the way, thanks for getting me fucking expelled, you twee bitch," Nathan's voice turned into a whisper as he channelled his rage towards the brunette, " _You're lucky this is a public place_ …"

"Considering we're in a public diner with a police officer right over there," Max pointed out, almost taken aback by how unstable Nathan seemed today, "You shouldn't advertise your rage…Prescott."

"Oh yeah?" Nathan sneered in response as he clenched his fists on the table, "You shouldn't have bitch-snitched on me to that fucked up principal."

"Listen Nathan," Max tried to reason as she held her hands up, "I'll take back everything I said about you – if you hook me up with Frank…" Max's eyes glanced in the direction of Frank, hoping that Nathan would pick up on what the brunette was asking for, "Know what I mean?"

Nathan laughed under his breath at what Max was suggesting, "You look like you've never even taken a hit of baby aspirin."

"How do you think I stay wired all night studying?" Max countered as she crossed her arms, it was a lie but she made it as convincing as she could, "So is it a deal or not?"

"Calm down, hard up," Nathan sighed as he looked away from Max for a moment, "Deal. You'll get your school supplies," The Prescott turned back to face Max and glanced in Frank's direction briefly, "Just go over to Frank and whisper, 'Higher Education.' He'll hook your ass up…"

Max turned away from Nathan and looked at Frank as a plan started to form in her head; smirking, the brunette held out her hand and rewound again – this time all the way back to before she spoke to Frank, if he had no recollection of who she was, then Max intended to sue that to her advantage. The rewind stopped after a few moments of intense concentration and Max walked over to Frank's booth again before placing her hand on the table to get the drug dealer's attention.

"Rach-" Frank was halfway through saying before his tone changed and his smile fell before it had even formed, "Wait. Who the fuck are you?"

Max tried her best to hide the smug grin that was threatening to emerge, this idea was just too good, "Just someone looking for some…uh…" The brunette paused for a moment, " _'Higher Education_.'"

"Uh huh…" Frank nodded slowly before he pulled Max closer to him, his tone sharp as he spoke harshly into her ear, " _Are you shitting me? There's a fucking cop right there…_ " Frank paused for a moment before sighing, " _Meet me in the car park in five minutes._ "

 _Score…_ Max thought as she left the diner with a wide grin on her face, opting to wait just outside the doors for Frank to emerge; it was better to leave Chloe out of this one, especially after how the trio's last meeting had went, _Now to get those keys…_

Sure enough, Frank emerged from inside the diner a few minutes later; as he walked over to her, the drug dealers anger was evident but it was quickly replaced by frustration as he continued.

"Don't ever do that again, got it!?" Frank yelled as he stabbed a finger in Max's direction, causing the brunette to step backwards as she eyed Frank carefully, "Ever!" Frank paused before nodding in the direction of his RV, continuing his ranting none-the-less as they walked, "Jesus, you Blackwell shits are the worst…Let me get my keys…" Frank paused a few meters from his RV as he dipped his hand into his pockets; re-emerging with his RV keys a split second later, "HEY!" Frank's composure was shattered as Max, without any warning whatsoever, ripped the RV keys from his hands before the brunette hastily stepped backwards, "You did not just do that!" Frank yelled in disbelief as he charged towards the brunette, the sound of Chloe's concerned shouting from somewhere in the carpark behind the brunette ringing in Max's ears as her free hand shot out to rewind, "Give me my-"

Frank froze in place, as did an enraged Chloe a few meters behind Max as time slowed to a crawl. The keys in Max's hand glinted for a moment before everything played back in reverse quickly; the brunette kept her arm outstretched for as long as she could before dropping it to her side and staggering backwards when her head felt like it was going to explode. Max regained her balance quickly and wiped a trickle of blood away from her nose as her temples continued to throb in pain.

 _Wowzers…Chloe was right…I am like a-a 'Force of Nature'…_

Taking a moment to get herself back together, Max turned on the spot and quickly returned to Chloe, giving the punk a quick wave when she came into view.

"I should have known," Chloe muttered in amazement as Max emerged from behind the RV with the keys in hand, "The Amazing SpiderMax."

"I couldn't have done it without Frank," Max commented smugly as she passed Chloe the keys, "Now let's get in and out…"

* * *

The Professor blinked as he trembled in the presence of the contorted mass of air in front of him; still reeling from the development as he took a step backwards, his eyes remaining fixed on the Bad Wolf rift in front of him.

Even from the legends he had come across during the Time War, the Professor already knew everything he needed to know about the Bad Wolf entity that was using the rift to communicate with him. He knew that it was powerful – able to create itself through an ontological paradox, dangerous, borderline omnipotent and – perhaps worst of all – unpredictable. The Bad Wolf entity bore its name in many cultures across the universe, usually as the God of Time itself; and was rivalled only in power by the Time Lords prior to the Time War, with the war's conclusion however, it seemed that the Wolf was free to roam as it liked.

This would be very, very bad for Arcadia Bay.

The Timelord clutched his forehead in pain as the Wolf's voice returned with a further rewind, almost flooring him with its raw power, " _ **You can't run. You can't hide. Here I come.**_ "

Staggering back from the rift; the Professor hastily made his way towards the TARDIS, pushing open the doors before taking a final look at the Wolf and vanishing inside the almost-defunct time machine as the rewind concluded.

 _Better make this quick…_ The Professor inwardly noted as he locked the TARDIS doors behind him and looked over the darkened control room, his eyes quickly adjusting to the dim light as he approached the console itself, _I need to stabilise this rift…stop this thing from getting any more powerful…_

The Timelord glanced over the control console; his hands manipulating half a dozen buttons in sequence as he made to reroute emergency power to the local dimensional stabilisers, his finger hovered over the final button in the sequence as another rewind brought with it the low, painful rumble of the Wolf's voice from within his head, " _ **You can't run. You can't hide. Here I come.**_ "

 _And…_ The Professor grimaced as he pressed the button, shaking his head when nothing in the control room responded to his input and the rewind concluded, _That didn't work…_ The Timelord took out his laser screwdriver and quickly scanned the console, frowning at the results as he stepped back, _The whole console room is locked out without main power online…I'll need to access it manually…_ The Professor began to walk out of the control room and deeper into the TARDIS, scratching his head as he pulled a small torch out of his pockets and used it to illuminate the pitch black corridor ahead of him, _Can't afford to drain that much primary power…_

The Professor picked up the pace as another rewind kicked in around a minute later, shaking the TARDIS itself as the Wolf's voice returned; seemingly more powerful than ever as the Timelord almost stumbled in response to it, " _ **I am the Bad Wolf.**_ _ **The one whose will is done.**_ _ **All-seeing and all-knowing.**_ _ **I am eternity.**_ _ **"**_

Staggering as the Wolf's voice continued, the Timelord cringed at the various images that the Wolf was starting to force into his mind as the entity broke through his mental block and started to comb though his memories; Kate falling away from his outstretched hand as rain poured down around him, his hand pulling a thankful soul inside a ski lodge as the blizzard outside intensified, his head falling limp on a desk as he listened to the screaming inside his head grow silent as Arcadia fell. He pushed himself off of a wall and blinked back tears at the last memory, putting up a stronger mental block as he started to sweep the misty floor with his flashlight.

 _Damn it!_ The Professor mentally cursed as the Wolf began to assault his mental defences again – despite the rewind starting to ease down, he squinted his eyes when he spotted the thick mist which covered the floor start to swirl further up the corridor like a maelstrom of clouds – a sure sign that an inactive gravity lift was under the mist somewhere around there, _Need to take a shortcut…_

The Wolf continued to speak despite the absence of an active rewind; a troubling development for the Timelord, who once again cringed as the Wolf seemingly broke his mental defences without breaking so much as a sweat, " _ **I allow life to grow. But now I must summon the forces.**_ _ **Of wind.**_ " The Professor staggered as the image of the tornado was forcibly burned into the back of his eyes, letting out a grunt of pain as he force his way forward – he could even hear the ferocious winds of the storm," _ **And rain**_ ," The tornado was replaced by an image of the Blackwell Dormitory Rooftop, the Timelord tripped on his own foot as the sound of screaming students berated his ears," _ **And snow,**_ " The screaming abruptly stopped and the Timelord blinked, taking a steadying breath before taking another step forwards as the Wolf presented him with the image of Arcadia Bay's unseasonable snowfall a few days previously – the cold breath of the snow shower hovering on the back of the Professor's neck, " _ **To save time itself**_ _ **.**_ "

 _Where is it?_ The Professor inwardly asked as he took a frustrated breath, trying to formulate a way to stop the Wolf from prodding his mind for a reaction as his eyes combed the edge of the maelstrom on the floor in front of him for the outline of the gravity lift; the Timelord quickly switched to shimmying his foot through the fog and pointing the torch at the centre of the maelstrom as he tried to waste as little time as possible, _Come o-_

The Professor's search was interrupted as another rewind knocked him off balance with a sickening feeling of inertia, sending the Timelord lurching over the edge into the inactive gravity life and falling down the five meter tall shaft before landing in a crumpled heap at the bottom.

"Argh!" The Timelord grumbled after remaining motionless as the cold fog started to flow over his prone form; lifting his head up off the floor, the Professor cringed in pain as he tried to stand up, "My leg!" The Professor's hand massaged his ankles gently before he grabbed his torch and braced himself, "Sonofabitch…" The Timelord mentally counted down from three before forcing himself upright, swaying on his feet slightly as his ankles throbbed in pain, " _Gah_ …"

" _ **Not even you, or any other**_ ," The Wolf's voice resumed as the Professor looked further down the corridor, the TARDIS seemed to shake with each word, almost knocking the Timelord off balance again, _ **"**_ _ **Can fathom what is nigh.**_ _ **So I will tell you when to jump.**_ _ **And I'll dictate how high**_ _ **.**_ "

The Professor shook his head quickly to clear his head as the extensively long rewind continued before continuing to walk down the corridor – albeit with a slight limp as he fought against both the rewind and the pain in his leg to move, he paused for a moment after walking for around thirty seconds when he came to a three-way corridor intersection to hover the beam from his flashlight over the doors at the end of each respective corridor.

 _Oh yes!_ The Timelord smiled as the beam revealed the door to the sub-station he'd been searching for, _Dimensional stabilizer control…That's what I'm talking about!_ The Professor quickly crossed the distance between the intersection and the door before taking less than a second to realise that he was in luck, _It still has emergency power! Fantastic!_

The Timelord's smile faded as the door failed to respond to his first attempt to open it, he glanced at the manual override on the wall as the low rumbling voice of the Wolf returned; its words scratching away at the back of the Professor's mind as the persistent rewind continued to make the Timelord feel uneasy.

" _ **I am the terrible secret. The inevitable fate of all life. I am both the protector and the killer.**_ _ **Cutting deep with my knife**_ _ **.**_ "

 _Locked…_ The Timelord noted as he pulled out his screwdriver with his free hand and set it to passive mode before starting to run it down the middle of the door in an attempt to override the lock, obviously the persistent rewind was interfering with the control systems, _No. No. No. Come on…_

The Wolf spoke again, its voice a roar thanks to the long accompanying rewind, as the Professor upped the power levels in his screwdriver in an attempt to force to door open without having to resort to more destructive means, " _ **And now you stand before me.**_ _ **Devoid of all dismay.**_ _ **Could it be, Professor? Just maybe.**_ _ **I'll let you have your day**_ _ **...**_ "

With the Wolf's final words, the rewind concluded and the lock on the door gave way; causing the hexagonally shaped door split open automatically with a soft _hiss_ , the Timelord pocketed the torch with a sigh of relief as he entered the control station for the TARDIS' dimensional stabilizers and was quickly bathed in red by the room's emergency lighting.

 _Finally…_ The Professor bitterly remarked as he looked around the dimly lit room and twirled his screwdriver in his hands, his eyes darting from one piece of Timelord technology to the next as he tried to pinpoint the exact system he was looking for – the Localised Rift Stabilizer, _Come on…Where is it? There!_

The Timelord's face lit up as he spotted the Localised Rift Stabilizer close to the centre of the dome shaped room; the LRS system itself was relatively compact in its dormant state (barely the size of a Rubik's cube) and even when extended was barely larger than an average sized laptop, if used incorrectly however, this tiny device had to potential to tear a hole in the fabric of space-time – so naturally, the Professor was completely calm about using it.

The Timelord quickly walked over to LRS and booted it up in emergency mode before tapping away on the compact holographic interface which quickly popped up in front of him. He scratched his cheek lightly as he re-routed what power he could towards containing the nearby rift, his eyes unblinking in the gloomy red light as he established both a rudimentary containment field and a low level chameleon field around it. His features lightening noticeably as the lights dimmed a small amount and the console chimed.

"Stabilised it for now…" The Professor said as he stepped back from the LRS, setting the console to standby mode as he rubbed his forehead, his tone a one of relief with a trace of fear, "We're running out of time and power…It's coming."

* * *

"Chloe!" Max yelled as she ran out of the RV after the raging punk, her face one of concern at the lack of a reply as Chloe climbed into her RV and took off out of the carpark barely a second after Max had gotten inside, almost hitting Frank's dog in the process.

"Chloe…" Max breathed as she tried to break through the bluenette's mental wall, "You can't keep blaming me and everybody for everything wrong in your life. It's so not fair."

"Gotta blame somebody," Chloe answered bitterly after a small delay, "Otherwise it's all my fault. Fuck that."

"So now it's Rachel's fault too?" The brunette rebuked quickly, not expecting the punk's reaction in any shape or form.

"Jesus she was banging that pig, Frank! Bitch lied to my face, Max!" Chloe sniffed before angrily hitting her fist against the dashboard of the pickup, fracturing the plastic from the force of the impact as Max jumped in her seat; taking a few deep breaths, Chloe continued as her voice went distant, "I can't trust everybody again…Everybody pretends to care until they don't. Even you."

" _C-Chloe Price_ ," Max whispered as her heart sank at the bluenette's words; her voice catching in her throat as she continued, "Y-you take that back. _Right now_."

"Okay, fine," Chloe said after a moment as she wiped her nose, "But you just don't understand. It's like I'm being punished by the universe."

"So who do you most want to blame?" Max asked, looking at the

"My fucking dad of course, hello!?" Chloe snapped bitterly as she looked at Max as though the answer was obvious.

"You blame William?" asked a dumbfounded Max, " _Really_?"

"Yes, Max, I do. Damn right," Chloe insisted after a brief moment of hesitation as her anger returned, "He _chose_ to go out that door and leave me forever…"

"Chloe…" Max whispered as she slowly shook her head, "Your dad didn't choose leave you…"

"I know that, Max," The punk snapped, tears building her eyes as she continued, "My mom actually blames herself. Just because she wanted a ride home from work," Chloe paused for a moment as she rubbed her eyes and tried to stop her lip from quivering every time she opened her mouth, "Sometimes…even I blame her."

"No you don't-" Max quickly tried to insist before Chloe cut across her.

"Yes, Max, I do!" Chloe snapped again, her grip on the steering wheel tightening as her anger at everything fucked up in her life started to pour out, "Do you know what it's like to wait for your father to come home when you're a kid, and he never does!?"

"N-no…of course not…" the brunette said, mentally begging for Chloe to calm down, "But I was with you that day it was just a terrible accident…"

"I wish that made me feel better," Chloe sighed as she wiped her eyes, "But ever since he died my life has been dipped in shit."

"You don't want to hear this, but you're still here, alive, with me," Max tried to reason, her voice soft as she tried to comfort the punk, "And that is no accident."

"You're right," Chloe remarked bitterly as she looked away from Max, her eyes narrowing as she continued, "I don't want to hear this."

"C-Chloe…" Max stammered in disbelief, entirely caught off guard by the outburst, "I-I can't do this on my own…I need you and…Rachel needs you-"

"Max. If I had your power I would go all the way back and change everything!" Chloe angrily sobbed; quickly cutting off Max's stammering as the brunette could only blink back tears in response, the punk wiped her teary eyes with one hand as she loosely held onto the steering wheel with the other, " _Everything_!"

 **Author's Sidenotes: Sorry for the delay everyone. Fanfiction was being annoying today and refusing to let me upload anything (an issue which must have been resolved for me at some point in the last hour or so). So I hope you enjoyed this chapter (only one more of these to go in Act 3 everyone!). I decided to portray Max differently in this chapter for a reason; this was the point in the game where it became clear just how much Max's power was changing her, she had gone from a shy hipster teen into someone who now wasn't afraid to butt heads with even Nathan Prescott and David Madsen - although the nearby cop may have played a role in the case of Nathan.**

 **Thank you all so much for the feedback you've been giving me! I've taken it onboard and will continue to do so in the future. I'll also try and explain elements of Doctor Who lore in this fic to save you having to go off-site to research anything (I attempted to do that with the Bad Wolf in this chapter - let me know whether or not I succeeded in that endeavour).**

 **As always, review with feedback and follow/favourite this fic if you're looking forward to more!** **See you all next week for the conclusion to Act 3! I assure you, I have quite the twist planned!**


	18. Cause and Effect

**Chapter 17 – "Cause and Effect" – Arcadia Bay Junkyard, Oregon, United States of America – 09:19 AM Local Time, 9th October 2013**

The Professor threw his screwdriver up in the air as he walked back into the control room, still unnerved by the Bad Wolf's sudden attempt to expand the rift and more than pleased that he'd been able to put a temporary stop to the Wolf's plan. Catching the screwdriver in his hand a few moments later, the Timelord blinked a few times as he looked over the control room; a smile pushing itself onto the Professor's face as the control room – while still relatively dark – felt noticeably more lively than it had previously been.

The Professor whistled nonchalantly as he walked towards the centre of the control room, patting the console gently and smiling at the time rotor as he pocketed his screwdriver.

"I'll get you out of this sweetie…" The Professor promised in a low whisper as he walked around the console, his eyes hovering over the buttons that controlled the power initiation sequence as he paused, "You have no idea how much I wish you weren't draining power so fast that you'd be depleted in less than five minutes…" he chewed his lip for a few moments and bowed his head, "Because I _really_ need you right now…"

The Timelord's head shot up and snapped in the direction of the main doors at the muffled sound of a gunshot; he quickly stepped away from the console and walked towards the doors before slowly pushing them open and looking outside, squinting momentarily as the bright morning light filtered into control room.

Another gunshot echoed across the junkyard and the Professor ducked his head back inside the protective shell of his TARDIS; it was definitely coming from somewhere nearby. A third shot followed soon after and the Timelord opened the door fully and cautiously stepped outside before looking around the section of the junkyard he could see.

The rift was gone – thankfully – and the still air close to the TARDIS gave the Timelord an overpowering sense of relief that his containment efforts had been successful; for the moment anyway. The distinct sound of metal hitting against a wall of cinderblock brinks drew the Professor's attention to the area of the junkyard on the other side of the bus; he quickly closed the main TARDIS doors and started to carefully walk around the rusted husk of the school bus at the heart of the junkyard towards the origin of the sound.

"Well…Well…Well…" The Timelord muttered as he paused for a moment behind the rear of the school bus and watched the blue haired punk who'd confronted him outside of the diner yesterday – Chloe Elizabeth Price if he remembered her record on the ABPD Database correctly – vanish inside a small abandoned building close to the rail tracks, "What do we have here?"

The Professor crossed the distance between the back of the bus and the disused building in a matter of seconds – despite his cautious approach. He pressed his back against the wall and started to slide himself along it, pausing for a split second as his ears picked up the sound of a distressed voice – Chloe's voice – from inside the building.

"-fucking shit!" Chloe said, her tone alternating between upset and angry seemingly with every concurrent word she spoke; despite the wall separating them, the Timelord could make out most of what she was saying over the sound of the punk starting to smash things inside the room, "Fuck! Fuck! _Fuck_!"

The Professor abruptly looked down as his feet met an obstruction blocking their path, quickly frowning when he realised that the aforementioned obstruction was the gun responsible for shots he'd heard earlier; the Timelord picked up the gun and quickly sniffed the barrel, confirming that this was indeed the weapon responsible for the shots.

"Let's see what all the fuss is about…" The Professor muttered under his breath as he slid the gun into his interior jacket pocket and walked towards the door before peering inside, his eyes widening at the scene before him.

"How can- How can _she_ not understand!?" Chloe half shouted in disbelief, her voice cracking with pain as she paced from one side of the room to the other; her hands frantically trembling as the punk held her forehead, "I thought we were hella close and now-" The punk stopped midsentence as she went to turn before noticing the Timelord standing against the doorframe in front of her with his hands in his pockets; her mouth opened a few times to speak as she took a step backwards in shock before it quickly snapped shut.

The Professor continued to eye the punk carefully, more than fully aware that he was less than three meters away from someone who could only be described as a minefield; he quickly raised an eyebrow and smirked, "Bad day?"

The punk stood in silence, blinking a few times as she clenched her shaking fists; the action – or lack thereof – was starting to worry the Timelord.

"Bad day…" The Professor concluded as he stepped away from the doorframe and looked around the room; amazed by how far down the route of disrepair it was, "And I take it you don't want to talk about it…"

"What I'd like is for you to fucking leave!" The punk snapped as the Timelord entered the building, the outburst making the Professor pause mid-step, "I'm sick of pricks like you pretending to care just so they can get in my fucking –"

"Ew," The Timelord interrupted, not even bothering to conceal the disgust in his voice at what Chloe was implying as he held up his hand; after pausing for a moment to clear his throat with a small cough, he continued, "And I can assure _you_ : Chloe," The punk winced as the Professor spoke each part of her name, "Elizabeth. Price," The Timelord went on, his voice oozing with authority, "There are no 'pricks' like me. I am one of a kind…"

"Oh _sure_ ," Chloe quickly retorted with an overly-enthusiastic eye roll as she started to advance on the Timelord; who remained motionless as the punk started to walk towards him, "Well we both know you're talking shit then. You're just like every man I've ever met. I don't care if you're an alien – or whatever the fuck you claim to be – you're just as much of a fucking pig-"

The punk's advance suddenly halted as the Timelord quickly held up his hand, visibly flinching as her quickly widening eyes looked at the Timelord's hand as it hovered beside his face. The Professor looked between his hand and the frozen punk several times before slowly scratching his nose and dropping his hand back to his side.

 _Response suggests domestic abuse…_ The Professor noted as he tilted his head at the girl in front of him, while her response to his subtle gesture would normally have gone mostly unnoticed by other humans; he had picked it up like it was more noticeable than a firework on a dark night, _Interesting…If a little unsettling – especially if it's frequent._

"You done?" The Timelord asked as he cocked his head towards Chloe, the punk taking a hesitant step towards him, "Because I do believe we need to chat…"

"About what?" Chloe asked, crossing her arms and regaining her punkish composure.

The Professor looked at her like the answer was obvious, "Max."

The name made Chloe's head drop, "I'd rather not right now…" She replied, trying to avoid meeting the Timelord's eye before she looked at him fiercely, "Especially not with you."

The Professor held back a smirk as he crossed his arms, "Why not?"

"Because I trust you about as much as I can throw you," the bluenette shot back quickly, flicking a stray strand of her dyed hair to the side as she spoke.

The Professor place a hand on his chest as he feigned offense in the melodramatic way he could think of, "Are you insinuating that I'm overweight Ms Price?" He gasped with a voice that dripped with sarcasm as he ran his hands down his chest; his eyes full of mock disappointment, "Damn I though this one was good, too…"

"I'm serious," Chloe shot back, looking unimpressed as she took a step towards the overly dramatic Timelord, "You're literally the last person I could trust in this entire fucking town."

"Now pardon my French, Ms Price…" The Professor smirked as he dropped the melodrama and looked directly into Chloe's eyes, "But 'we both know you're talking shit'…" The Timelord flashed the punk a coy grin as he finished the quote, "I believe was the phrase…"

The Professor paused as his hand slipped into his jacket pocket, emerging a few seconds later with the revolver that Chloe had left outside the building. Exchanging a brief glance with the punk, he quickly passed it to Chloe with a slow toss; leaning against the doorframe again as the bluenette looked at him in confusion.

"Er…" Chloe raised an eyebrow in confusion as she looked between the gun and the Timelord, "Why are you giving me that?"

"To see whether or not you're as smart as you look…" The Professor replied somewhat bluntly as he rolled his eyes at the question and lightly tugged on his cuff-links.

"Uh huh…" Chloe mumbled as she looked down and returned her revolver to its usual place in the back of her trousers.

While the punk's head was lowered, the Professor's screwdriver let out a series of beeps; drawing the Timelord's attention towards the device for a split second before his eyes widened and he darted out of the room towards the TARDIS.

"Now where are you goin'?" The Timelord heard Chloe yell as she quickly noticed his absence; her heavy footsteps easy to hear of the stillness of the junkyard's animal life, second later she yelled again as the Professor turned left and walked alongside the far-side school bus – he didn't answer her calls, "Hey!"

The Professor continued to walk; his screwdriver's recent update on a nearby temporal flux giving him a new problem to focus on (and the Timelord just _knew_ that Max had something to do with it), his eyes locked on the box-like shell of his TARDIS as he crossed the remaining distance with confident steps.

"Tell me, Chloe…" The Professor remarked loudly as he rested his hands on the sides of his TARDIS, glancing at the punk as she caught up with him, "What do you see?"

"A-a box…" Chloe retorted blandly, crossing her arms at the Timelord as she looked at the towering, blackened box in front of them, "Why are you being so fu-"

"Not the object…" The Professor sighed as he rubbed away a large section of dirt closest to the bluenette, the black coat underneath the dirt quickly glistening in the sunlight, "The reflection…"

"I-I see me…" The punk sighed, sounding unimpressed with Professor's attempts at being symbolic before he shot her a glare that quickly changed her mind on the subject, "I see someone who wants to know what the fuck is going on and who the fuck you are."

"Do you want to know what I see?" The Professor asked as he turned to face Chloe; leaning his right shoulder agains the frame of the TARDIS as she spoke.

"Not re-"

The Professor cut across her, "I see someone who's been wronged more times in their life than they can count," the remark seemingly catching the punk somewhat off-guard as the Timelord continued, "Who's lost people close to them. But deep down…Still cares about those they've lost…" The Professor cocked his head, "No matter how much they try to hide it…" Paused for a few moments, he cleared his throat and smirked, "Among…Other clichés…"

"Very poetic," Chloe laughed nervously, taking a step away from the Timelord as she eyed him cautiously – an action that made the Timelord inwardly smile: he was getting through to her, "Talking about yourself? Look like you have the ego fo-"

"Both of us," The Professor cut across once again, his tone more bitter than he'd intended it to be, "For all you know anyway."

The Professor turned away from the punk and placed his hand on the main TARDIS doors, he was about to push them open when he felt Chloe's hand tug at his shoulders; turning to face the blunette, the Timelord was surprised to see the quizzical look she was giving him, "Who _are_ you?"

"I'm the Professor," The Timelord answered quickly, a little surprised that Chloe had asked him _that_ particular question.

"No, no," Chloe sighed as she scratched her head, " _Who_ are you?"

"I'm someone older than you can believe…" The Professor answered cryptically as he glanced at the TARDIS doors, "Seen more than you can imagine…"

The comment seemed to pique the punk's further interest as she took a hesitant step towards the TARDIS, "How old?"

"I'd like to say nearly seven hundred…" The Professor responded with a half-hearted shrug; more than a little amused by Chloe's dumbfounded reaction.

"L-like to say?" The bluenette stuttered as she took a step back, her eyes widening as she continued, "You say that like-"

"There's a large part of my life I'd like to forget about…" The Professor recounted briefly as part of his mind grew distant at the mere thought of the Time War; the bluenette's response quickly drew him back to the present before he got lost in his thoughts.

"So, you're even older than that!?"

"Yep…" The Timelord answered matter-of-factly before he turned around and pushed open the TARDIS doors; not even bothering to hide the smile on his face as he walked to the control console, the punk freezing after taking barely two steps into the control room.

"What…" Chloe breathed in disbelief as she looked around the darkened control room, "The…" her eyes slowly fell onto the Professor, who was pressing a series of buttons on the control console itself, "Fuck…" The bluenette stepped back outside the door as the entire control room came to life with a bright flash of light.

"Welcome back sweetie…Start tracking that temporal flux would ya?" The Professor whispered, starting a mental countdown timer from five minutes as he patted the control console lightly, his hands continued to dance over the controls as he booted up the systems he'd need.

He turned to face Chloe with a smirk on his face as the familiar humming of the TARDIS' idling engines drifted into the control room with a gentle shake; _I wonder if Max had the chance to tell her about this part_ , "It's called the TARD-"

"It's…" Chloe breathed as she stepped back inside the TARDIS; interrupting the Timelord as she made clear that she was not quite believing what she was seeing, "It's bigger on the inside…"

"Is it really?" The Professor asked as he looked around the console room slowly in sarcastic amazement, his tone one of exaggerated sarcasm; making it clear he wasn't too happy with the interruption, "I hadn't noticed…"

"This is…" The blunette smiled as she turned on the spot and looked around the control room again; her reaction bringing a smirk to the Timelord's face. "This is so hella fucking cool."

The Professor's smirk vanished almost as quickly as it had appeared.

"C-Cool?" The Professor stammered in disbelief as he looked around the control room; placing his hands on his hips and looking at the punk in exasperation before he continued, " _Cool_!?"

" _Hella_ cool…" Chloe shot back with a smile that caused the Timelord to deadpan her in response; opening and closing his mouth a few times before an alerting chime from the console drew his attention away from the bluenette.

"And…" The Professor trailed off as he turned back around to face the console, pressing a series of buttons as a red light appeared at the top of the time rotor, _Four minutes and thirty seconds of active power left_ , "That's our time up…" He quickly moved around the console and pulled a screen towards him as he glanced at the bluenette, "You should go," he nodded towards the door, "I've got somewhere I need to be…"

"No way," Chloe crossed her arms adamantly, walking further into the control room as she spoke, "You took me here for a reason…" When she noticed the Timelord hadn't objected further, she stopped at the edge of the central platform, "And I'm no chickenshit."

"Clever girl…" The Professor nodded with a smile, pressing a button on the console that his finger had been hovering above; the main door snapped shut an instant later, making the bluenette flinch in surprise at the sound.

The Timelord continued to walk around the console, beckoning the punk closer to him as he paused, "Could you do me a…favour?"

The punk stepped towards the console, still looking like she couldn't believe where she was standing, "What?"

"We need to move fast or we'll lose this trace," The Professor spoke quickly as he directed the bluenette towards a section of the console "Pull that lever…" he muttered as he placed the brunette's hand on the lever in question, when the Timelord took a step back and nodded, Chloe pulled the lever and the whole control room started to hum loudly, "And keep your finger on…" The Professor guided the punk's hand towards a discrete button near the centre of the console section she was standing at, "That button…Don't let go until I tell you to."

"Uh…" Chloe mumbled as she kept her finger pressed on the button, continuing to look around the room in amazement as the Timelord flicked a series of switches on the other side of the console, "Sure…I gu-AH!"

The punk's mumbled were interrupted by the Professor as he yanked back hard on the time rotor handbrake, making the very room itself tremble as the time rotor started to move up and down within its column-like casing with a distinct wheezing sound. The noise bringing a wide smile to the Professor's face as he navigated around the his side of the console; not even registering how much the room was shaking as he let out a cheer.

"And she _still_ has it!" he yelled at the top of his voice as he cranked a pulley-like control on the side of the console, patting the console itself once he'd finished, "Thatagirl!"

"What the hell are you doing!?" Chloe shouted, barely managing to keep herself upright as she shot the Professor a concerned look.

"Finger!" The Timelord yelled, causing the punk to reaffix her finger's position on the button as he pulled a screen around its rail on the time rotor before looking at it intensely; flicking another series of nearby switches as he spoke, "We're following a trace…" He answered briefly, tapping the screen in thought, "I'm guessing Max has done something," he paused for a moment, "Again."

The punk seemed to get the message over the loud thrumming of the time rotor as she grabbed one of the handrails at the base of the console with her free hand to steady her balance, "Following it? Where?"

"More like 'when'…" The Professor answered with a small sniff, scratching his cheek as he continued to read over the screen readouts, "Five years ago by the looks of things…"

The revelation seemed to freeze Chloe in place, the punk almost stumbling back in shock, "Wh-"

"Finger!" the Timelord yelled as the cloister bell rung out, the noise startling Chloe as the Professor started flicking switches seemingly left right and centre.

 _Four minutes…Come on._

"Sorry!" Chloe quickly apologised, the bluenette blinking a few times as her senses became overwhelmed by the experience; she looked at him in shock, "W-when specifically five years ago?"

"Hard to say…" The Timelord muttered as he tapped the screen in frustration, "It's being distorted by the Temporal Lock…"

"The wha-" Chloe asked before a sudden jerk in the motion of the TARDIS sent her stumbling to the side, her hand nearly leaving the button.

"Finger!" The Professor yelled again in annoyance; Chloe looked baffled by the outburst as the Timelord started to casually walk around the console to flick a series of switches, looking up at her every few words, "It's sort of like a shield that traps time…" He paused mid-thought as he scratched his nose and looked back at the punk, "Complicated to explain. But Arcadia Bay is encased by one…" The Professor mimicked the shape of a half dome as he talked before one of his hands shot out to pull back on a lever, sending the entire control room spiralling off in a different direction; he looked up from the console and scratched his head, "Come to think about it…It might explain why the paradoxes Max has been causing haven't made the universe implode…"

"Uh huh…" Chloe tried to deadpan to put off how absolutely crazy this whole situation was – what the hell was she doing here? And what the hell was Max doing?

"Complic-" The Professor shrugged in response to Chloe's deadpan response; pulling a screen around to the console and starting to read over it before he let out a groan, "Oh for crying out loud…"

"What!?" Chloe yelled over the wheezing of the time rotor – which had noticeably increased in pitch since their flight had started – her eyes widening as the Timelord looked between her and the screen with widening eyes.

"It's coming back!" The Professor yelled as sparks erupted from the control console and the cloister bell sounded again.

Chloe flinched as sparks started to erupt from the console, eying the Timelord uneasily as he pulled back on the handbrake hard; it took every ounce of willpower she had in her to keep her hand fixed on the button, " _What_!?"

The Professor grunted in discomfort as he threw himself over the console to push a series of levers down, glancing at Chloe and flashing a mad grin in her direction before rolling off of the console, "Hold onto something!"

"I…" Chloe blinked as she looked around the room; another shower of sparks erupting from the ceiling as the shaking made it difficult for her to stay balanced, she pulled her hands away from the console, "Uh…"

The Professor's head quickly remerged from the cover of the console, looking at Chloe in horror as he realised what she _wasn't_ doing; he stabbed his finger in the direction of the button as he tried to stand up, "Fin-GAH!"

Everything went white.

The Professor awoke with a loud groan as he rolled onto his back and used the console handguards to pull himself onto his feet. The control room was dark once again, the life seemingly gone from a place that – not too long ago to the Professor – was more than exhilarating in its excitement.

The Timelord pulled out his laser screwdriver and quickly ran a scan of the console, his face brightening somewhat at the results.

"Self-termination cycle…Turned yourself off…We still have about two and a half minutes of power left," The Professor smiled as he pressed his hand gently against the console, "Nice one, sweetie…"

A moan of discomfort on the other side of the console snapped the Timelord's attention to the more pressing issues that he had to deal with.

"You know…" The Professor sighed as he slowly walked around the console until Chloe came into view, rubbing his forehead as he spoke, "I really didn't think I gave you a complicated task…"

Chloe looked up at the Timelord, deadpanning him as she spoke, "We were crashing!"

"It was just a button…" The Professor teased as he helped Chloe to her feet; she seemed uninjured.

"Crashing," The punk shot back as she swayed on her feet and blinked a few times, "Where are we?"

"Arcadia Bay…As far as I can tell…" The Professor answered after he scanned the console quickly, "Should just be a few hours after we left…"

"A few _hours_!?" Chloe yelled as she pushed past the Timelord and ran towards the door before disappearing outside.

"Oh here we go…" The Professor grumbled as he ran after the punk; only to stop by the door when he heard a cry of alarm from outside.

"What the fuck!?" Chloe shouted as the Professor heard her take a few steps back towards the TARDIS, "But that's…that's…"

The Professor pushed the door open and blinked a few times to readjust to the outside lighting; while they were still in the junkyard; just in a different landing spot, the sun was much lower in the sky than it had been when they'd left – in fact it was dusk by the looks of things. He looked at Chloe, who was looking at him in disbelief, before looking at a figure who was mostly shrouded by the setting sun behind him – his face complete shadow.

The Professor blinked again as the figure stepped towards him; he looked like he was about 5'11 in height and despite the sun's glare, the Timelord could make out the man's well-kept combed brown hair as it shone in the light. The man was also wearing a black and blue pinstriped suit with a dark blue shirt; his lip curved slightly upwards at the sight of the man's tie – black, red and striped.

"Impossible?" The figure spoke as he took another step forward, removing any question about his identity as two pairs of identical light blue eyes stared at each other, "I completely agree…Hello…Professor."

The Professor smirked as he nodded in response, "Hello, Professor."

 **Author's Sidenote: And that concludes Act 3 everyone! So with everyone present in the Alternate Universe that Max has created, I can assure you that the next act will be _very_ interesting. Two Professors. Two Chloes. Two Moons.**

 **As always, please review with feedback and follow/favourite if you're liking the story so far and are eager for more.**

 **See you all next time in my retelling of Episode 4: Dark Room in Act 4: Vortex. It's gonna be great!**

 **\- CAS2109 signing off.**


	19. Doppelgangers

**Act IV – "Vortex"**

 **Chapter 18 – "Doppelgangers" –** **Arcadia Bay Junk Yard, Oregon, United States of America (Alternate Universe) – 06:14 PM Local Time, 9** **th** **October 2013**

The two Professors stood a few meters apart from each other, sharing a look of intensity as they both glanced between Chloe and their respective opposites in turn. The Professor looked at Chloe (who has backed away from the two Timelords in such a way that they were now standing in a triangle-like shape) for a moment longer than his alternate self, somewhat bemused by the dumbfounded expression on the punk's face, before redirecting his attention to the other Professor standing in front of him. After a few moments of tense silence amongst the newfound trio, the other Professor opened his mouth to speak.

"Well you look like shit…" the alternate Professor commented, he slowly adjusted his tie before pointing at the empty collar on the Professor's shirt, "So are we not doing the tie anymore? Or what?"

"Oh no, we still do the tie…" The Professor chuckled before glancing at Chloe and smirking in amusement at the punk's obvious confusion, "I just haven't had a chance to get a…replacement…"

"Busy couple of days?" The alternate Professor asked, taking a step forward as he cocked his head.

"Like you wouldn't believe," The Professor quickly replied, glancing at Chloe for a moment before continuing, "So how'd you end up here in this timeline anyway?"

"Still can't say for sure," The alternate Professor answered after a moment of hesitation, gently tugging at his tie as he glanced upwards, "I'm almost certain it's a temporal lock…but there's too much interference for my TARDIS to conduct a complete scan…"

"Your TARDIS still works?" The Professor almost spluttered, momentarily grinning at a clueless Chloe before his alternate-self cut across him.

"Yours doesn't?"

The Professor shook his head slowly, holding up his hand to silence Chloe as the poor girl looked like she was about to explode with questions, "Something's sapping the power…I assumed it was the Temporal Lock in my tim-"

"So it _was_ a temporal lock!" The other Timelord exclaimed, smacking his forehead loudly, "I knew i-"

"Okay ground rules first here…" The Professor borderline growled, cutting off his alter-ego quickly as he made it clear that he wasn't a fan of being interrupted – even by himself, "Just to make sure we're both on the same-"

"Wavelength…" The other Professor smirked before trailing off at the cold look he received from the Timelord in front of him, " _Gotcha_ …"

"-As I was saying…" The Professor continued, not sounding at all pleased by the interruption, "Ground rules. Because for all I know you could be my evil twin…"

Upon seeing the mischievous look his alternate-self shot at him, the Professor let out a small sigh before turning to Chloe.

"You have my permission to hit me if I'm ever this annoy-" The Professor's request was promptly interrupted by Chloe's palm making contact with the Timelord's face; almost sending the ageless man spiralling to the ground with a loud _crack_ – his ears ringing from the impact of the punk's hand.

"Notice how she didn't even hesitate," the Professor heard his alternate-self mock as the ringing in his ears started to fade out after a few moments, "I'd ask you for a high five for doing that…But I'd prefer not to be on the ground too."

"You have _no_ idea how long I've been waiting to do that…" Chloe playfully muttered in the Professor's ear as the Timelord stood up straight – a noticeable sway in his attempts to balance himself again, "Thanks for the opportunity Time-Boy."

"Time…Time _lord_ …" The Professor mumbled as he cracked his jaw; wincing in pain at the action, "God…You didn't have to hit me _that_ hard…"

" _Yeah_. I did…" Chloe retorted, seemingly enjoying every moment of the Timelord's discomfort, "Anyway. You two whiz-kids ready to fill me in yet?"

"Uh…" The alternate Professor almost stuttered in response as he looked at his counterpart – who was still clutching the wounded sighed of his face – and shrugged, "I-I guess…Shall we?"

The Professor merely waved his alternate self on before taking a step back and holding the wounded side of his face in his hands as he leant against the frame of his once-again dormant TARDIS.

"Okay…Skipping over ground rules…That's unusual…" The alternate Professor muttered quietly before his counterpart eyeballed him, "Okay. Okay," he sighed as he held his hands up in the air in defeat; not entirely in the mood for a sass-off with himself, "Basically…A temporal event has transpired-"

"Max…" The Professor chipped in quickly as he continued to slowly rub his cheek; noticeably annoying his alternate-self by doing so.

"You see? This is why we need ground rules…" the alternate Professor grumbled, cupping his right hand over his face in a sign of defeat before the prime Professor pushed himself off of the TARDIS frame and half-staggered his way in-between Chloe and the alternate Professor. Turning to face Chloe, the Professor continued on from where his disgruntled counterpart left off.

"Basically…Max has used her powers to travel back – don't know how – and alter an event in the past – don't know why – and the resulting…butterfly effect…if you will, interrupted our vortex flight and caused us to break through the barrier between realities…" The Professor started to trail off as he became increasingly aware of a look on the punk's face that he couldn't place.

"H-how far did s-she go back?" Chloe asked, the Professor picked up that she seemed to be pleading for an answer, "I-I heard you s-saying something when we were…f-flying…" A moment of silence lingered in the trio before Chloe pushed the Professor with enough force to make the Timelord take three sizeable steps backwards, "H-how far!?"

* * *

Max slowly looked between the distant setting sun on her right and her paralysed best friend on her left; she still couldn't believe what she'd done. Her eyes fixated on Chloe, the brunette unable to clear her mind of the immense guilt she felt every time she looked at her best friend. All she had wanted was for Chloe to be happy again, and now? Now, Chloe was trapped in her own body; wheelchair-bound and completely paralysed. All because of what Max had done.

"It's weird…" the sound of Chloe's voice brought Max out of her thoughts, quickly making the brunette slow down to keep in line with Chloe, "Hanging out with you again."

"I know…" Max replied quickly, still unable to shake the guilt that was plaguing her thoughts, "I'm glad we are though."

"It was nice that you sent me actual letters. That's more than any of my other friends have done…" Chloe paused for a moment before smiling, "And you even wrote on that cool parchment paper. That's so Max."

"So pretentious. But I love writing on it, like an English poet," Max smiled at Chloe, trying to offer as much warmth and support to her friend as she could, "You deserve the best stationary."

"Probably easier to write than to visit me," Chloe continued after a brief pause, quickly continuing out of fear that Max had taken her comment the wrong way, "I don't mean that in a bitchy way. Not totally. You probably wanted to avoid awkward conversations like this."

"Uh…" Max paused again and rubbed the back of her neck, "Pretty much, yeah."

"Look, the worst thing you can do is treat me like a baby," Chloe muttered, an element of bitterness in her voice as though she'd said the same thing to everyone in her life, "I still want to laugh and talk shit with my best friend," Max nodded in acknowledgement and the pair were silent for a few more moments before Chloe spoke again, "Can we stop?" Max quickly obliged, stepping to the side and allowing Chloe to turn her wheelchair and look out towards the setting sun, "This is seriously the best view of the sunset," she smiled and turned her head slightly in Max's direction, "What do photographers call that?"

Max smiled at Chloe before answering her question, "The golden hour."

"See? Without you here, I'd have no clue," Chloe looked back at the sunset, taking a few breaths before looking back at Max, "Bet you could take some amazing shots…Those beached whales are so sad. I kind of know how they feel…" Max's shoulder's sagged slightly at Chloe's comment; she still couldn't believe that she had done _this_ to her best friend, "At least I'm alive here with you."

Max looked at Chloe, "You're a real survivor, Chloe. I know you have to deal with so much."

"I don't want anybody else feeling sorry for me," Chloe said quickly, her bitterness returning for a brief moment, "I can do that…along with my parents," Chloe looked away from Max and spoke quietly as she continued, "My dad still feels guilty about buying me that car."

"Are…" Max hesitated for a moment, not sure if she was entirely comfortable asking the question, "Are you okay to talk about the accident?"

"We never actually have, huh?" Chloe looked at the brunette as she shook her head slowly, "There's not much to say. Some prick in an SUV cut me off and I flew into a ditch."

"Do you…" Max paused as her stomach twisted at the question she was about to ask, "Remember everything?"

"I saw everything in bullet time. I felt my back snap and…" Max froze, dread filling her mind as Chloe's description of the accident brought with it more guilt, "And that's the last thing I ever felt in my body. When I woke up in the hospital, I literally couldn't move a muscle."

"Jesus!" Max shivered at Chloe's recollection, a sickening feeling filling her stomach at the thought of Chloe being in pain – especially any pain that the brunette had indirectly caused, "I…I don't know what to say."

"Don't say anything," Chloe pleaded, politely cutting Max off before she could say anymore on the topic, "I'm just happy I did get to see you again. I could have ended up vanishing out of the blue like that girl from Blackwell."

"You mean Rachel Amber?" Max asked quickly, had Chloe known Rachel Amber in this timeline as well? "When was the last time you talked to her?"

"Uh, never," Chloe answered slowly, looking at Max with a quizzical expression, "I just read about her in the news. I didn't even know her name. You did?"

Max blinked, rubbing her arm again before quickly changing the subject, "This is such a different world than when we were kids, isn't it?"

"After that snow and eclipse," Chloe said as she looked over the numerous beached whales again, "It's more like the end of the world."

"It might be, but…I'd like to think we can still change things for the better," Max somewhat agreed, trying to sound as hopeful as she could in the present situation.

"I'd like to think that, too…" Chloe agreed, her smiled suddenly disappearing from her face, "But I don't have much hope these days."

"I know things seem out of control," Max continued, terrified by the idea that it was her fault that Chloe felt hopeless, "But as long as we're together, I don't feel afraid."

"Hanging out with you makes me feel like a total kid again," Chloe smiled as he gave Max and long look, "You don't even know."

"Listen, Chloe…" Max murmured as she rubbed her arm slowly, "I'm sorry I haven't been out to see you more," she looked at the ground for a few moments as she continued, "That was wrong," the brunette looked at Chloe again and smiled warmly, "You're my best friend."

"Max, thanks for coming out to see me," Chloe said appreciatively, turning her wheelchair slightly so that she could look at Max directly, "You're…you're doing awesome."

Max shook her head in denial; guilt driving the action more than anything else, "I don't think so."

"Um. My…" Chloe said quickly, wrinkling her face in discomfort as she looked at Max, "My nose is getting cold. Maybe we should head back to my place."

Max nodded in agreement, "It is hella cold out here."

"'Hella'?" Chloe asked, glancing in Max's direction as she spoke, "I hate that word, no offense."

Max's head dropped at Chloe's response, her voice slightly lowering in volume as she replied, "None taken."

* * *

" _How_ fucking far!?" Chloe yelled in disbelief at the Timelord's delayed answer, trying and failing to hold back tears at the thought of what Max had done for her despite what Chloe had previously said to Max in her truck.

"F-five years…" the Professor repeated as he glanced quickly between the punk and his alternate-self; Chloe had certainly exploded at his statement, much more so than the Timelord had expected her to, "She is one remarkable girl. That's for sure…The two of you are…" The Timelord rubbed his chin slowly as Chloe fell silent and stood in place, looking off in the distance towards the town, "I mean…Normally time adapts…Works to fit itself around whatever abnormality has been caused in the timestream so that the effects aren't noticeable – for the most part anyway."

His alternate-self nodded in agreement, "But it seems not for Max…Nope…For whatever she's done…Whole new parallel world…"

"I…" Chloe breathed quietly, her voice a whimper but filled with raw emotion.

"Chloe? Talk to me…" The Professor said quickly, gently putting hands on the punk's shoulders before continuing to speak – his tone one of concern, "What is it?"

"I…I…I uh…" Chloe murmured as the Timelord noticed tears welling in her eyes, "I know what…" the punk took a deep, shaky breath before continuing, "I know what Max changed…I…I t-think…"

The two Professors looked at each other for a moment, their faces covered by the same concerned expression; they both looked at Chloe at the same time and spoke, noticeably concerned by how Chloe was acting as she fought her way out of the Professor's weak hold, " _What_?" The Professor glanced at his alternate-self again before lowering his voice so that only Chloe could hear him, " _Chloe…What did she change_?"

"My dad…" the punk whimpered as she took another step away from the Timelord, glancing towards the town as her breath caught in her throat again, "My d-dad…died f-five years ago…in a car crash…"

The Professor broke eye-contact with Chloe for a split-second to share a look of genuine horror with his alternate-self; this was bad - catastrophically so. Both Timelords realised that much in the short span of a second that they looked at each other. The fact that time itself hadn't imploded thanks to Max's interference was a miracle in itself. The thought of time imploding brought the image of the storm back into the Professor's mind; with it came the memory of the wind and the rain. He knew without a shadow of a doubt that Max's power was intimately tied to the storm…He just didn't have a way to stop it.

The Professor's eyes flickered as he looked back at Chloe, "Chloe…I…uh…" he took a moment to clear his throat, "I'm in no place to stop you here and I know exactly what you're thinking…The damage to the timeline has already been done…" The Professor noticed that Chloe's facial expressions softened as he spoke; her upper lip trembling noticeably with each word the Timelord said, "I also don't imagine we'll be able to stay here long…So you might as well go now…"

Chloe stood still for a moment, not quite registering what the Timelord had said. The Professor quickly nodded his head in the direction of the town to restate his point; it wasn't his place to stand in the way of Chloe. Not here anyway. However, it _was_ his place to try and fix whatever Max had screwed up in the timeline.

"Here…" The alternate Professor spoke up after a moment of silence, rummaging in his suit pockets before pulling out a necklace-like device – a perception filter similar to what his TARDIS was outfitted with, "Take this…It's a…Well think of it as camouflage…People shouldn't notice you as long as you're wearing it…I don't think I'll need it for a while anyway."

The Professor watched Chloe take the perception filter from his alternate self with a shaking hand before putting it on and taking a moment to look at both Timelords, tears welling in her eyes. The Professor curtly nodded at Chloe slowly as she made to turn around and leave; the punk offering a quiet, heartfelt ' _thank you_ ' in response before running towards the exit of the junkyard.

The Professor turned to look at his alternate self; clearing his throat again before speaking, "We have a _lot_ of work to do…"

"No shit…" his alternate-self chuckled light heartedly before leading the Professor towards the train tracks, "TARDIS is this way…"

The Professor's mind was somewhat conflicted about what he'd just done; there were now two Chloes in the one timeline and even with the chameleon circuit, it was only a matter of time before something bad happened. Hopefully he'd come up with an exit plan before that became an issue. Hopefully.

"I'd like to point out that you are _seriously_ going to regret doing that…" The alternate Professor muttered as the two Timelords hurried across the train tracks and walked into the cover of the forest's deep treeline, "But I wasn't going to step in after I saw that look in her eyes."

"Probably for the best," The Professor murmured, rubbing the back of his neck slowly; he dreaded to think what would've happened if his alternate-self had gotten involved, "She _was_ armed…"

"So now we probably have two…Chloes…In the _same_ timeline…" his alternate-self continued; his tone distasteful of the current situation, "Who are most definitely going to run into each other at some point…" the tone of the alternate Professor quickly turned sarcastic as he finished, "What could possibly go-"

The Professor held up his hand, cutting off his alternate-self mid-sentence, "Let's not go there…We have bigger fish to fry right now…"

"You did _not_ just say that…"

The Professor smirked as his counterpart groaned in exasperation, "Oh _yes_! Bringing out _all_ the clichés…"

 **Author's Sidenote: And we're back! Now that Episode 5 has been released I now have all the information I need to drive this fic towards a functional and effective conclusion. Hope you all enjoyed this chapter as a set up for the rest of Act 4 and are equally as excited for the next installment. As always, favourite and/or follow this fanfiction if you're enjoying it so far and please leave a review with your thoughts!**

 **Regular weekly updates will also be resuming on their usual dates starting next week. See you all then!**

 **\- CAS2109**


	20. I'm Sorry

**Chapter 19 – "I'm Sorry" –** **Arcadia Bay, Oregon, United States of America (Alternate Universe) – 06:27 PM Local Time, 9** **th** **October 2013**

The two Professors stood side by side on the shoreline of Arcadia Bay and looked almost directly at the distant sun as it dipped below the crimson red horizon; the prime Professor adjusted his newly acquired tie – which was primarily a burgundy red with blue and white stripes – and slowly let out a prolonged breath as his alternate-self glanced between his TARDIS (which they'd landed a few metres behind them) and the nearest beached whale.

The Professor couldn't help but notice the absence of birds in this timeline, an observation he dwelt on for a few moments as a gentle sea breeze plucked at the loose strands of hair on the Timelord's head. He tore his eyes away from the bird-less sky and looked at the whales again, feeling a sensation in his stomach that gave the Professor bad vibes.

Everything about the beached whales just felt _wrong_.

"You know…There weren't nearly this many when I was last here…" The alternate Professor commented rhetorically as he ran his eyes up and down the beach, mentally tallying the dozen or so whales that had beached themselves, "This is…"

"Expected…" The Professor muttered, running his right hand through his frazzled hair as he spoke, "Phenomena like this are becoming expected…" He glanced at his alternate self before continuing, "Well you said it yourself…Your reality has also been host to the same freak snowstorms and eclipses that mine was…" he nodded in the direction of the beached whales, "And now dying animals…"

"Any idea what's causing it?" The alternate Professor asked as the two started to walk towards the nearest beached whale, their steps completely in sync, "You seem to be ahead of me in your timeline thanks to rewind girl…"

"Call her Max, please," The Professor interrupted quickly as the two Timelords paused for a moment, "She may be a _colossal_ pain in the ass, but she's still a person…"

"A person who, on Gallifrey, would have been tried and sentenced to disintegration _five_ times over by the sound of things…" the alternate Professor quickly reminded as they continued walking, "Just because she's a kid doesn't make her exempt from discipline…"

The Professor scowled at his alternate self, "I tend to hold off on that kind of judgement when Max didn't ask for her powers…"

"Doesn't make her any less guilty," the alternate Professor retorted quickly and as much as the Professor hated to admit it, his alternate-self did have a point.

For all the chaos that Max was causing with her rewind powers, regardless of her seemingly good intent, all she'd had to show for it – punishment wise anyway – was a five minute long berating from the Timelord. Hardly a proportional trade-off now that the Professor had time to think about it.

"Maybe you're right…" The Professor sighed in agreement, "But that's not the issue right now…"

"Agreed," the alternate Professor muttered in acknowledgement, his tone bitter nonetheless, as the Timelords stopped beside the nearest beached whale and quickly got to work; setting their screwdrivers to passive mode and starting to scan the motionless whale as they walked around it.

" _Whale…whale…whale_ …What have we got here?" the Professor smirked as he brought the screwdriver closer to his face to view the results of the scan as he heard his alternate-self groan next to him, his expression quickly changing to one of concern as he read what was displayed, "Oh…" The Professor piqued an interest in the result that was displayed on the screwdriver's screen, raising an eyebrow as he read over it a few times, "That's interesting…"

"More like concerning…" his alternate-self commented, not bothering to hide his distaste at the prime Professor's joke considering the current situation as both Timelords started to share a mutual look of uneasiness, "It's completely drained of Artron Energy…"

"Now _that_ is concerning…" The Professor muttered as he walked up to the whale and put his hand against its side gently – doing his best to ignore the pungent smell that emanated from the dead sea creature; the whale was cold to the touch, but not in the sense that the Professor was expecting it to be.

To the Timelord, the entire entity of the whale just felt _empty_ , as if there was nothing actually there.

"We'd be able to detect the transfer of energy…" The alternate Professor sighed as he pointed his screwdriver at another whale and started to scan it, muttering under his breath as the scan finished, "Nothing…"

"Could be going back through to the rift in my Timeline…" The Professor postulated as he rubbed some residue from the whale on his trousers before scratching the back of his neck, "Wouldn't be the first time something like this happened…"

"Well the last time that was the case we damned near lost an entire star system…" The alternate Timelord concluded with a rough tone, both of them quickly moving on from the topic of the Time War – too many bad memories.

"So we have no birds…Now no whales…" The Professor muttered as he threw his screwdriver up into the air before catching it again, "I reckon that the wildlife's being targeted first for whatever reason. Have you heard anything about the rest of the wildlife in the bay?"

"Not really…" The alternate Professor answered quickly after a moment of recollection, "People have been more worried about the snow and eclipse than the state of the wildlife…"

"We should take a few more scans then head back to your TARDIS and compile the data, " The Timelord said as he slowly stepped back from the whale and looked at his alternate self, "Something tells me we're in for one _whale_ of a time here…"

" _Stop it_."

* * *

Chloe's heart was in her throat as she continued to run through the streets of the alternate Arcadia Bay; completely unnoticed by its inhabitants thanks to the weird gizmo the Professor had given her. She felt completely torn, with half of her not believing that this situation was real and the other half feeling completely undeserving of what Max had done for her.

 _I don't deserve this! Why would she do this for me after I tore into her like that earlier?_

Chloe glanced at the setting sun on her right and her mind briefly wandered back to Monday afternoon, the day Max had jumped back into her life. The punk remembered that she could hardly believe it when she'd literally run into Max in the Blackwell Car Park and even after their quick escape from Nathan's rage, still found herself doubting that it _was_ actually Max Caulfield in her pickup truck.

Chloe had tried so much to be angry at Max; hell, she _was_ angry at her. It was _staying_ angry that was the hard part. From the moment Max had taken the blame for the weed in Chloe's room and suffered the wrath of Sergeant Shithead, Chloe had known that she couldn't stay mad at Max for long; the fact that the brunette had almost broken down as she'd apologised soon after only served to reinforce that idea.

Chloe crossed another street as she edged closer and closer towards her house; taking a left, the punk continued to think about Max and how she'd changed over the course of the past few days thanks to her powers; going from a shy photography nerd to what could only be described as a force of nature in less than a week.

And then Max had kissed her, an action that had caught Chloe completely off-guard. It was clear that Max had feelings for her; an area that Chloe was hesitant to push on, especially with Rachel still missing.

 _What if we can't find her? Even with Max's power?_

No. They _would_ find her. And she _would_ be alive.

Chloe couldn't bear to even think that Rachel, her angel, was dead. She couldn't.

Perhaps Rachel wasn't missing in this timeline…

The punk took a shaky breath as she rounded another corner; she had to find Max. She had to.

Chloe was getting close now; the layout of this alternate Arcadia Bay was more-or-less identical to the one they'd left. With each step the punk took, it felt like her chest was getting heavier. She was very close to her house now, barely a street away; Chloe's lip trembled as a question kept asking itself in the back of her head.

Could her dad actually be alive?

All of Chloe's doubts on this matter were promptly shattered as her eyes picked out a house halfway up the street that was coated in dark blue paint – her house; she stumbled and blinked as her brain refused to acknowledge it. Her dad had died in a car crash shortly after starting to paint the house with her mother had been too distraught over his death to finish it and Stepshit hadn't even brought up the matter; so the patch of blue paint had weathered and faded as the years passed.

"Holy shit. Shit…" Chloe breathed as she stopped walking and started to stagger sidewards; her thoughts drowning in the sea of emotions that had started to swell up from long buried parts of the punk's brain, "I can't…Oh, _Max_ …"

The punk sank deeper into her head, blanking out the reality around her as tears welled in her eyes; she edged her way to the ground, pressing her back against a fence she was using to support her balance, before rocking slightly on the spot.

" _Fuck_ …" Chloe sighed, covering her face with her hands as she fought to strangle the sounds of her sobs; becoming steadily aware of a strong breeze that was picking up as she wiped the tears from her eyes, "Fuck. Fuck. Fu-"

Chloe heard the sound of a nearby voice talking, she ignored it; far too caught up in her thoughts to pay it any attention. The voice called again; closer this time, and Chloe's tearstained eyes snapped up to meet the source of it.

" _Chlloooeeee_ ," came the voice of the Professor again, the man waving slowly in an attempt to grab the punk's attention, "You okay?"

The punk didn't answer, quickly looking back down at the ground.

"Aw come on…" the Professor sighed, taking a step towards Chloe; cautiously putting out a hand towards the punk in an attempt to soothe her, "Don't be like that…"

"Hey man, fuck you!" Chloe snapped, her voice warbled by the tears caught in her throat, as she glared at the Timelord; who quickly took a step back in response, "I-I"

"Upset…I get that…" The Professor countered, his voice as soft as his accent would allow, he paused for a moment; looking further up the street before directing his attention back towards Chloe, "How about I walk you there? Max _is_ there anyway and I reckon both of us want a chat with her…"

"J-just leave her the fuck alone…" The punk muttered, looking at the Professor intensely as she tried to defend Max, "She didn't ask for any of this bullshit and dealing with you is not he-"

"I get that Chloe…" The Professor reasoned, crouching down in front of the punk as he spoke; clasping his heands before continuing, "But there _are_ rules…and there certainly _are_ consequences…This reality…" The Professor gestured around the surrounding area, "Is but one of them…We've been lucky so far…I don't won't to put that luck to the test if I-" The Professor stopped abruptly as he noticed how distant Chloe's eyes had become as he'd spoken.

* * *

The Professor looked at the punk as she remained silent; his features narrowing in concern as the silence extended from seconds to well past the one minute mark. He cocked his head in concern, trying to see past Chloe's distraught features and hazard a guess about what was going through her head. On the surface it was blatantly obvious; the prospect of meeting her father again had undoubtedly dug up thoughts the punk had suppressed for years.

 _This was a mistake,_ The Professor inwardly scolded himself as the words of his alternate rung in his ears, _Her mental state is far too volatile to handle this…She's a wreck._

"Chloe…" The Professor spoke again, trying to get past the punk's defensive shell around her psyche, "Chloe…If you don't want to go through with this I can take you back to the TARDIS…"

No response.

The Professor scratched his head; glancing in the direction of the blue house further up the street, then looking at the blue-haired punk before wandering his eyes in the direction of his alternate-self's parked TARIDS on the street corner – which had camouflaged itself as a minivan .

The Professor began to slowly click on to the fact that he wasn't dealing with the stiff-lipped 19 year old stoner-punk chick anymore, he was dealing with the emotionally broken 14 year old that lost her father in a car crash shortly before being abandoned by her best friend (if the Professor recalled his brief analysis of Max's memories during their interaction just after midnight on Tuesday correctly). He slowly shook his head and started to chew on his tongue in thought as he ran multiple scenarios through his head – all of which ended badly in one way or another.

"Chloe…I'm really sorry for putting you though this," The Professor said quietly as he reached out towards the punk's head with his right hand; the action prompting no response from the punk – who was too lost inside her head by this point, although she flinched every few seconds before becoming still again, "So…I'm uh…I'm going to put this behind us…"

The Professor's level voice stalled for a few moments as he glanced at the perception filter around Chloe's neck – next to her bullet necklace – its effects nullified by his superior Timelord senses; no one would notice Chloe in her current state; he could always go talk to Max and then figure out how to get Chloe back to the TARDIS afterwards.

No…she was clearly too emotionally distraught.

The Professor didn't like the option that entered his head next, but it was the only one he could go with. He looked at Chloe again and felt a well of sorrow open in his chest at the sight of the punk's tear-ridden face as she remained fixated on the ground.

" _Sonuvabitch_ …" The Professor muttered under his breath in self-loathing as he placed his index fingers on Chloe's temples and closed his eyes as the punk remained still, "I'm sorry, Chloe…"

The Timelord bit down on his tongue as he started to sift through Chloe's memories of this alternate reality and isolate them, the barrage of emotions forcing the Professor to take a few mental steps back and orient himself in the punk's mind.

 _Sorry Chloe…_

The Professor grimaced as he set up mental blocks and walls around the isolated memories; his breath catching on the back of his throat as he felt the punk's storm of emotions start to recede.

 _Look at_ you, The Professor heard a distasteful voice hiss from the back of his head as he finalised the mental walls; effectively burying the memories, _Monster._

The Timelord opened his eyes and released his fingers from the punk's temples as she let out a tearful gasp before planting her tearsoaked face into the Professor's shoulder; where it remained as the Timelord supported her neck and parked his chin on Chloe's shoulder as he cursed every ounce of his being for going through with that idea.

" _I'm sorry_ …"

* * *

Max looked around the alternate Chloe's room; now located in the refurbished Price garage on the ground floor, and marvelled at the technological wizardry that surrounded her. Despite sitting only a few feet away from her friend, Max couldn't bring herself to look at Chloe in the eye out of guilt; guilt for what she had indirectly force upon her best friend, guilt for her subconscious longing to return to her reality to return to _her_ Chloe…

Max mentally shook herself, turning to face Chloe before breaking the silence that had been hanging in the air, "This is a pretty high-tech lair."

"Feels like a high-tech cell," Chloe remarked bitterly from her bed, looking at Max as she spoke, "But I am luck my parents bust their ass to take care of me," Chloe craned her neck to look at the expensive medical equipment which surrounded her specialised bed, "I know it's hard for them…"

Max looked at Chloe and spoke softly as she finished, "They're grateful you are here with them."

"Right," Chloe remarked, guilt prominent in her voice as she looked back at Max, "Especially when they can't even take a walk alone," Max returned a sympathetic look as Chloe continued, "Sometimes I act like a total teenage brat just to give them an excuse to yell at me. Pathetic, I know."

Max shook her head at that, "Chloe, you're a great daughter," she turned her full body to face Chloe and spoke genuinely, "You're kind and sensitive, when you don't even have to be."

"Trust me; I still get my rage on," Chloe said with a slight smirk before chewing on her lip and continuing; her face covered with distaste and her voice dropping noticeably in volume, "Especially when a nurse has to watch while I take a dump, so she can wipe my bum. Or when doctors flip me around like I was a science doll…"

"I can't even imagine…" Max whispered as she scratched her forehead; struggling to look Chloe in the eye as she spoke, "But you're still amazing," the brunette assured as she looked at Chloe again and placed her hand down on the bed beside Chloe's, "You always have been since we were kids…"

"Thanks again for coming Max," Chloe smiled warmly as she met the brunette's gaze; she cleared her throat and glanced at a cup of water on the table behind Max, "I, uh…need to get my drink on…" Max was about to reply when she saw the door to Chloe's room open at the corner of her eye, Chloe's face lit up as she spoke, "Hi dad! Max and I were just talking…"

 _Oh, William…_

"No problem, Chloe," William smiled warmly before looking at the brunette, "Max? There's a Professor Richard Lester at the door asking for you," his expression turned to one of a playful frown, "Are you skipping after-school classes Max Caulfield?"

 _The Professor!_ Max inwardly gasped as she immediately recognised the name, was there a Professor in this timeline as well? She hadn't even thought to look for him yet.

That's when the thought hit her; _Oh shit…He's going to kill me for messing with time again…_

"I-I uh…" Max stammered with an uneasy smile as she stood up; looking at Chloe and then William again, "Must have forgotten to reschedule my evening routine…"

William chuckled at Max as she stood up in a rush, holding out his hand to slow her down, "Might want to go talk to him then, Max…" He glanced at Chloe as Max looked at him, "It's fine, Max. Calm down, I'll take care of Chloe…"

Max laughed awkwardly as she stood between Chloe and William, rubbing her arm slowly before leaving the refurbished garage and walking to the living room before stopping for a few seconds. The brunette took a series of deep breaths as she looked in the direction of the door, which was slightly ajar; a distinct silhouette of the Professor visible through the stained glass window.

As much as the brunette hated to admit it, the Professor was probably the only person that she was scared of; sure Nathan was bad, but he couldn't do anything about her rewind powers. The Professor on the other hand, apparently could – on top of being a freaking alien.

Max collected her thoughts and started to walk towards the front door of the Price household, reaching out towards the handle and pulling the door fully open to reveal the Professor – once again wearing a tie, albeit a burgundy red one with white and blue stripes as opposed to the red and black – standing there with his hands in his pockets and a look on his face that made the brunette take a step backwards.

"I must say Max…" The Professor said quietly as he slowly cocked his head; giving her the same unimpressed and stern look that the Professor in the main timeline had given her when they'd spoken in the diner, "You really _have_ fucked up rather spectacularly this time, haven't you?"

 **Author's Sidenotes: And that concludes Chapter 19 everyone! Hope you all enjoyed it!**

 **Personally, I found writing this chapter to be a little ropy at times (particularly with the Chloe segment) so please forgive me if it felt more clunky than the previous chapters of the fic. As for Chloe having her mind wiped, this was mainly done for reasons which will become apparent in Act 5 (and for simplicity's sake - I had absolutely no clue how to write both Chloes face to face, not to mention how to write the inevitable fallout afterwards).**

 **As always, if you're enjoying the fic please leave a review with feedback and/or favourite/follow to show your support! See you all next week!**

 **\- CAS2109**


	21. Time Travel 101

**Chapter 20 – "Time Travel 101" –** **Arcadia Bay, Oregon, United States of America (Alternate Universe) – 07:05 PM Local Time, 9** **th** **October 2013**

"I must say Max…" The Professor said quietly as he slowly cocked his head; giving her the same unimpressed and stern look that he'd given her when they'd spoken in the diner, "You really _have_ fucked up rather spectacularly this time, haven't you?"

Max blinked at the comment, no doubt sensing the hostility behind the Professor almost-comical remark; the Professor's face wasn't supported by the young, almost-playful and enthusiastic complexion that it usually had been during their previous conversations. In fact, despite having the face of someone in his mid-thirties; the Timelord looked _old_.

"I've been very patient with you, Max…" The Professor muttered, his voice remaining quiet as he rubbed his throat and looked at the brunette disapprovingly, "I've given you more than enough leeway…"

"Professor, I'm s-" Max was about to apologise before the Timelord cut across her distastefully.

"Shut up, Max," The Professor interrupted, not hiding the bitterness which was residing at the back of his throat, "I'm not here to tie _your_ shoes every time you trip," Max took a step away from the door as the Timelord continued, "I've warned you about using your rewind ability how many times?" The Professor asked as Max remained silent, lowering her eyes in the face of the Timelord's unwavering glare, "More than enough for you to get the message, and here we are in a _new_ timeline with this town ever closer to its _annihilation_ …"

He hadn't even raised his voice, that was the worst part for Max; the Fury of the Timelord. Not to mention that he hadn't even blinked while he'd spoken and his eyes looked straight through her like she didn't even exist.

"Talk fast, Max…" The Timelord muttered as he crossed his arms and leaned slightly on the doorframe, looking over the brunette's shoulder as he spoke, "You look like you have something to say…"

"Okay…P-Professor," Max began quickly, stumbling through words as she tried to apologise to the Professor before he interrupted her again, "Look I'm s-sorry for things ending up like this, I had no idea time wo-"

"Max…" came the Timelord's inevitable interruption, the hipster couldn't help but notice how emotionally-detached he seemed as he spoke; it was like talking to something ancient – then again, the Professor _was_ ancient compared to her, "Even your wildly _inaccurate_ research findings that you accumulated on Monday night prior to my arrival would have pointed towards _this_ happening…"

Max shook her head wildly at the Timelord's comments, fighting back tears at the berating started to chip away at her psyche, "But I was just trying to help-"

"You don't control time, Max," The Professor sighed as he vehemently held up his hands to cut the brunette off, "Nobody does…Even your rewind ability is more of a temporary leash…" The Professor paused, chewing on his lip for a moment in thought before continuing, "Time yields to no one; Time Travel 101: _All_ actions have consequences…In fact, you're lucky this stunt didn't rip the _universe_ in half…" The Timelord warned, his tone carrying the genuine warning and making the size of Max's blunder apparent, "Paradoxes don't turn out very well…"

Max swallowed at the Professor's warning, "H-How do I fix this?"

"Wanting to go back already?" The Professor asked, looking slightly amused before registering the distressed look that was written across Max's face, "Max? What's wrong?"

"It's…" Max took a deep breath as she steadied herself, "It's Chloe she's-" the brunette trailed off as she looked at the ground again as the Professor leaned in her direction.

"She's?" The Professor repeated as he gestured in Max's direction with his arm in an attempt to get her to continue talking.

"S-she's c-completely paralyzed…" Max blurted out quietly, her pained voice snagging on almost every word that she spoke, "S-some sort of car a-accident…"

The Professor blinked, remaining silent for a few moments after Max finished speaking, "Oh…"

"I need," Max breathed, her voice a volatile mixture of guilt and other emotions, "I need y-your h-help t-to set things right…"

The Timelord crossed his arms gently before speaking, his face quickly returning to its youthful complexion out of sympathy for the brunette, "Well how did you manage to go back?"

"It was a picture…" Max answered quickly, clasping her shaking hands as she continued to speak; she knew that the Professor's help could be her own way out of this reality and back to her Chloe, "I don't know what happened…" Max continued to answer as honestly as she could, "One moment I was in my dorm room, the next I was in Chloe's house five years ago…With C-Chloe and W-William…"

Max's heart sank at the thought of William, how could the act of merely sparing such a kind and gentle person who touched both her and Chloe's lives lead to all of this?

The Professor was silent for a few more moments, his expression one of deep concentration as he chewed on his lip, he looked at Max and spoke softly, "Your only hope at fixing this is to find that picture and go back again. Quickly,"

"W-what do I do when I get there?"

"Let things play out as they should have..." The Professor answered simply, giving Max an answer she was by no doubt expecting, "It also wouldn't hurt to destroy that photo…The two paradoxes will cancel each other out…" The Professor paused as he looked over his shoulder for a moment, "And this reality never comes to exist…"

"Professor?" Max asked, rubbing her arm as she stepped towards the door, "How did you find me?"

The Professor chuckled at the question, doing his foremost to keep most of the truth of the secret, "You're remarkably easy to track do-"

"No…" The brunette interrupted, keeping her voice low as she rephrased the question, "How did _you_ end up in this reality?"

"Call it a happen chance I was in the TARDIS at the time…" The Professor shrugged before his shoulders fell slightly, "Chloe _may_ have helped…"

"C-Chloe!?" Max almost shouted as she nearly threw herself out of the door onto the Professor in disbelief, "Is she h-"

"She's fine, I've kept her in the dark about this reality for her own safety, don't worry; I'll get her back safely," The Timelord said quickly as he edged Max back into the house, holding up his hand to stop her for saying anything else as he stepped away from the door, "Don't thank me and don't say anything else. Clean up your mess…" The Professor looked at Max a final time before turning on the spot and walking back to his alternate-self's TARDIS.

* * *

The Professor opened the door to his alternate-self's TARDIS and closed it behind him as he looked around the blooming control room slowly before picking out the other Professor on the other side of the control room man handling a series of container-like objects.

"How's the repairs coming along?" The Professor asked as he jogged over to his counterpart, glancing over the four knee-high devices that were scattered in-front of the alternate-Professor.

"Something's definitely draining the entire power supply grid…" The other Professor replied in between deep breaths as he bent down and picked up one of the container -like objects; groaning under the weight of it as he carried it closer to the TARDIS exit, "Or rerouting it…I can't tell which…"

"A handful of Artron containers should have enough juice to support the critical systems on the return journey and then some…" The Professor postulated as he nodded at the three remaining containers on the floor at the back of the control room, "Still have two and a half minutes of power supply siphoned off anyway…"

"With some luck it should work…" The alternate-Timelord breathed as he set down one of the barrels by the exit and wiped his forehead, "I was looking over your logs on the temporal lock earlier…" he continued as he walked towards the prime-Professor, "Was that thing in the rift really-"

"Yes it was him…" The Professor answered quickly before his alternate could even finish the question, he walked over to the control console and placed his hands on it as he spoke; as the gentle reverb from the idle control room started to shake his hand slightly, he continued, sounding somewhat frustrated as he spoke, "It…Whatever the bloody thing wants to be referred to as…"

"Tough going…" The alternate-Professor remarked quietly as he stood on the other side of the control console and pulled one of the screens around the central pillar so that he could look at the display as he spoke, "Never thought I would be end up facing off against the Time Vortex itself when I wound up here…"

The Professor laughed at that, "I never thought I'd end up in this town, period."

"Speak for yourself," The other Timelord muttered as he started to input the coordinates of the junkyard into the TARDIS flight computer with expert-like proficiency, I've had quite the brief period of relaxation…"

"Well you haven't exactly had to babysit someone who can rewind time, have you?" the prime-Professor quickly retorted as he dialled up a series of switches on the Helmic Regulator and accelerated the Space-Time throttle with a gentle push of the control lever within mere moments of each other.

"Touché…How'd the berating go?", the other-Timelord asked as the entire room starting to fill with a hum that only increased in intensity and volume as he started to crank the Locking Down Mechanism.

"Told her how to fix the problem and left her to her own devices. She'll manage…" The Professor answered as he watched his alternate crank the Locking Down Mechanism a few times, he looked away from the control console and in the direction of a prone form resting on a few of the TARDIS' seats by the railing on the other edge of the cental platform, "How's Chloe holding up?"

"Still unconscious…Should wake up in a few hours…" The alternate-Professor responded as he glanced up from the control console, "Told you that you'd regret letting her run off like that…"

"Noted…Let's get those Artron containers hooked up…" the Professor muttered as he pulled the Time-Rotor Handbrake, causing the entire room to lurch for a second as the usual wheezing sound filled the control room and the time-rotor slowly began moving up and down; soon after, the TARDIS dematerialised and entered flight mode for the short hop back to the junkyard.

* * *

The two Professors synchronously crossed their arms and admired their handiwork in the prime-Professor's TARDIS control room. Both seemed extremely proud of their efforts despite the fact that wires were strewn haphazardly across the floor to connect various conduits and power outlets.

It had taken about an hour and a half to get everything set up; all four Artron containers were directly linked to the TARDIS control console and had been carefully isolated from the main power grid that seemed to be rerouting all power that the TARDIS was generating on its own to some unknown destination.

All in all, the TARDIS was good to cross the barrier between realities and return to the original timeline.

Both Timelords glanced at each other and shared a smile; a smile that ended after only a few moments as the two of them acknowledged that their time together was coming to a close. The alternate-Professor cleared his throat after a few more seconds of silence and started to walk back to the main exit at the front of the control room; pausing as he opened the door.

The sun had set around an hour ago, leaving behind a dark purple sky that was fast becoming a starfilled-black; the junkyard around the TARDIS was silent for the most part, with the only noises being that of the occasional owl.

"Well…" the alternate-Professor sighed as he turned around from the open door to look at his counterpart, who was leaning on the railings on the outer edge of the central platform, "Bon voyage, Professor…"

The Professor nodded at his alternate-self, "See you around, Professor…" he paused for a few moments as he stepped back from the railings and walked towards the control console; placing his hands on the console before speaking again, "You know, when she fixes everything…This reality ceases to exist…"

"I know," the alternate-Professor replied quickly, having already accepted the fact but not letting it bother him in the slightest, "Take care of those containers…"

The Professor smirked at the request as he flicked a series of switches on the control console; a familiar hum filling the room as the TARDIS powered up around him, bathing the room in the typical light blue, "They're in the most capable hands on this planet."

"And that is a fact…" the other Timelord finished with a smile as he placed his hands in his trouser pockets.

"You know," the Professor began as he turned on the spot and started to walk towards the door, stopping once again at the railings, "I think the containers are enough…" he quickly undone the knot keeping his tie together and threw it towards his alternate, smirking as the other Timelord caught it with ease, "Keep the tie…As much as I like the style…Don't want to put the old girl under more strain than she needs to be when this reality goes…"

"Damn…" The alternate-Professor grumbled as he neatly folded the tie and placed it into one of his inner jacket pockets, "I had this really good pun lined up as well…"

"I know you did…" the Professor said with a coy smirk as he lent forward on the railings, "And don't worry, I'll get to the bottom of what's going on here…"

His alternate groaned, rolling his eyes as he stepped out of the TARDIS doorway, "Urgh…Us and Clichés…" he looked at the prime-Professor and nodded sincerely, "And I know you will…"

The two men exchanged a friendly salute before the alternate-Professor closed the TARDIS door, leaving the Professor alone in the TARDIS control room. After a brief moment of silence as the Timelord chewed on his lip, the control console chirped to get his attention.

The Professor could help but smile at the sound, prompting turning on the spot and quickly retuning to the control console before patting it gently, his voice quite as he spoke; "Let's go home, Sweetie…"

The Timelord offered a sympathetic glance in the direction of Chloe, who was still out-cold and securely buckled into one of the six seats that lined the railing of the central platform. He felt truly sorry for what he'd done, but it had been with the best of intentions- the part of the punk's psyche that had been exposed by the realities of this universe was clearly far more emotionally damaged than he'd initially realized.

The Professor blinked as he noticed something around the punk's neck, an object he immediately identified as the alternate-Professor's perception filter.

 _Of course he forgot that..._ The Timelord inwardly dead panned as he walked over the motionless punk and removed the perception filter from her neck before pocketing it, _Still...Could come in handy..._

The Professor turned on his heels and glanced over the console, now came the hard part - he'd have to time everything _perfectly_ to get back to the prime timeline without taking an unneeded detour through another one. He started to walk around the console and reached into his pocket, biting on his lip for a few moments as he strained to reach a roll of duct tape at the bottom of them. He quickly removed the roll of tape from his pocket and tore off a section of tape about the size of his index finger before securely fixing it to a button near the base of the control console - this was the crucial button that would put the TARDIS out of dimensional phase for the precise amount of time that it would take for it to seamlessly shift back into the main timeline. With that done, he dialed up a series of switches on the Helmic Regulator and accelerated the Space-Time throttle with a gentle push of the control lever within seconds of each other; the entire room starting to fill with a hum that only increased in intensity and volume as he cranked the Locking Down Mechanism, smiling at the central pillar as he took a step back after winding it a few times. With a final motion, the Professor pulled the Time-Rotor Handbrake, causing the entire room to lurch for a second as the usual wheezing sound returned, although it was profoundly distorted thanks to the tinkering that the Professors had to do, and the time-rotor slowly began moving up and down.

The Timelord took a step away from the control console as the room started to tilt slightly, glancing at a nearby screen as structural stability warnings started to cascade across the system. He cracked his neck slowly and let out a long breath.

 _Ten seconds._

The Professor sprang into action, flicking a series of switches on the console in an attempt to re-harmonise the TARDIS shielding array; a prompt decrease in the tilt of the control room quickly revealed this his efforts had been successful. He glanced at the readout again, somewhat satisfied that the stress on the structure of the TARDIS had shifted back into acceptable levels.

 _Five seconds._

A power surge alert flashed across the screen a few meters from the Timelord's face, causing the Professor to quickly furrow his brow in concern as he stretched his arm across the console to adjust the setting on a small dial. His eyes darted back to the screen as the lights in the control room dimmed and a high pitched whine started to emanate from one of the Artron containers.

The Professor glanced over his shoulder as the container overloaded, shooting sparks all over the control room and sending the Timelord flying face first into the control console; sliding down it as his ears started to ring painfully.

 _Two seconds._

The Professor crumpled to the floor, shaking his head and blinking rapidly a few times as the container sparked again; he shot to his feet and hurriedly disconnected the container from the console; grimacing as sparks continued to shoot out from the container – sending it flying over the edge of the platform as the Timelord turned around.

 _One second._

Blinking again to clear his vision, the Professor's eyes flew over the console in a desperate search for the taped button as everything seemed to slow down; his ears continuing to ring as his fingers found the prized button.

 _Now._

The Professor pulled hard on the tape, tearing it clean off in the blink of an eye. He stumbled backwards, tape in hand, as the entire control room violently jerked to the right before flying upwards as a freefall-like sensation set in as the control room lights flickered uncontrollably.

The Timelord blinked as he hovered a meter above the platform for a few moments before a horrible wheeze-filled-chugging sound rumbled across the control room and he slammed into the platform – his head pounding from the impact.

"Sonofabitch…" The Professor panted as he pushed himself off the floor and blinked as the control room settled into an idle state; the lights returning to their usual intensity after a few moments, "I _really_ need to work on the landing…"

The Timelord slowly stood up and rubbed his head as he stumbled back towards the control console and pulled a screen around the central pillar and quickly navigated the display; sure enough, the TARDIS was detecting the Bad Wolf signal again, stronger than it had ever been. Driven by curiosity, the Professor pulled up the TARDIS power levels and was pleasantly surprised to see that his power reserves had risen from two and a half minutes to over three hours thanks to the addition of the Artron batteries – leaving him far more capable to deal with any surprises the town was sure to throw at him.

He promptly pulled up another menu and checked the current time and positon – he was still in the junkyard, and basically on the same day; albeit with the time being two minutes to midnight. He cracked his neck and walked to the door, pushing it open and looking around the empty junkyard which surrounded the TARDIS – he quickly spotted Chloe's empty truck close to the junkyard's entrance despite the low light level and that was all the evidence he needed to conclude that they were in fact back in the original timeline.

The Timelord glanced over his shoulder as he heard a groan coming from the direction of the incapacitated Chloe; a sound which was quickly followed by that of a buckle being undone.

"You know…" The Professor sighed as he slowly walked around the console until Chloe came into view, rubbing his forehead as he spoke, "I really didn't think I gave you a complicated task…"

Chloe looked up at the Timelord from where she was sitting, deadpanning him as she spoke, "We were crashing!"

"It was just a button…" The Professor teased as he helped Chloe off the chair and onto her feet; thankfully she seemed blissfully unaware of the events which had actually transpired.

" _Crashing_ ," The punk shot back as she swayed on her feet and blinked a few times before rubbing her head slowly, "Where are we?"

"Still in Arcadia Bay…" The Professor answered vaguely as he walked back towards the control console, "You've been quite a while now…I didn't want to move you too much…"

The punk froze, becoming visibly panicked by the news, before she quickly moved towards the open door, " _Oh shit_! Max!"

"Speaking of Max," The Professor continued as he lightly pulled on Chloe's arm, causing the punk's advance towards the door to halt immediately as she turned to look at the Timelord, "Call her now – I'm sure she'll still be awake, and tell her to watch out for us…" Chloe's eyebrow arched upwards at the statement as the Professor gave the punk a 'she'll know what you mean'-kind of look before returning his attention back towards the console and flicking a switch – closing the door and locking it, "We're all looking for Rachel, right? So let's go find her."

Chloe took a step back and crossed her arms; clearly perturbed by what the Timelord had said, "Since when were _you_ looking for Rachel!?"

"Call it a bad habit of getting involved in things I really shouldn't be involved in…" he answered simply as he finished inputting the coordinates for Max's room and started to tinker with the Helmic Regulator; glancing at the punk once he'd finished, "Now get Max on the phone…"

"Dude. You're wanted by the entire fucking ABPD," Chloe pointed out as she lent on the side of the control console directly across from the Timelord, "My dad's a security guard…I don't think you working with us is such a good idea."

"You amuse me, Chloe…" the Professor let out a long laugh as he ruffled around in his pockets, smirking as he grabbed the perception filter and held it out in front of him, "That's why I have this…"

Chloe squinted her eyes as she looked at the perception filter, "And what is _that_?"

The Professor chuckled quietly as he spun the perception filter around in his hands before pocketing it, he looked at Chloe and spoke with a comedic whisper, " _Magic_ …"

 **Author's Sidenotes: And so concludes Chapter 20! Hope you all enjoyed it! I had initially planned to have a scene with Alt Chloe and Max in this chapter but decided to remove it as the scene basically panned out exactly the same as the scene in Episode 4 - and well, I don't want to bore you all with excessive repeated dialogue if I can help it.**

 **As always, follow/favourite this fic if you're liking it so far and please leave a review with feedback! I read and appreciate all of them!**

 **See you all next week in Chapter 21!**

 **\- CAS2109**


	22. For Her

**Chapter 21 – "For Her" –** **Arcadia Bay, Oregon, United States of America (Alternate Reality) – 08:51 AM Local Time, 10** **th** **October 2013**

Max's eyes fluttered open to the nearby sound of Chloe's breathless coughs; she groggily lifted her head off of the bed beside her and looked at her friend beside her before a warm smile emerged on her face.

"I cannot believe you fell asleep so fast," Max teased light-heartedly as she rubbed her eyes, "How dare you."

"I know you were beat down after the day with me," Chloe admitted with a smile as she rested her head against the billow supporting her back, "And Blade Runner is a pretty dreamy movie to watch at night," pausing for a moment, Chloe looked at Max for a few seconds, "Uh, do you think Deckard is a replicant?" Max blinked dreamily at the question, still half-asleep; something that Chloe smirked at, "Sorry, I can see you're not wide awake like me."

"No, I'm sorry I crashed so hard," Max apologised quickly with a smile as she put her hand next to Chloe, "Were you…okay?"

"I do have a mother and father when you're not falling asleep on me," the would-be punk chuckled with a wide smile.

Max laughed at that, sitting back in her chair as she returned a smile, "You are a bitch in the morning."

"It's the company I keep…" Chloe shot back with a sly grin before pausing to take a breath, "Yesterday was such a blast."

"It was great," Max said warmly as she rubbed her arm slowly, "Seeing you."

"I know things were different when we were just dorky kids, but being with you made me feel like little pirates, jumping and running through the forests again," Chloe said genuinely as she continued to smile at Max, "It meant a lot to me just to chill out with you and bullshit," Chloe paused for a few moments and grimaced in pain, blinking a few times before she hesitantly continued, "Ahh…Fuck. Um, I'm getting my regular head pains…Can you pretty please go upstairs and get my-my morphine injector in the bathroom?"

Max blinked at the request, " _Morphine_ injector?"

"It's-ahh," Chloe started to reply before she cringed in pain again, "It's total Star Trek shit. You can't even see the needle," shaking her head slightly she looked at Max, "Seriously, I need it. Um, my parents keep the swag upstairs because they think I can't get to it. But you can, Max. Like a pirate, right?"

Max nodded quickly as she stood up, "I'm on it, Chloe."

* * *

"And…There!" The Professor declared as he carefully locked down the time-rotor handbrake, landing the TARDIS silently at its destination; he glanced at the screen a few meters from his face, "Price household…Looks like the garage…" he looked at Chloe, who was sitting beside Max on one of the chairs around the central console, and pointed at the large screen on the wall behind him – which now displayed the cluttered environment outside, "Is that the garage?"

"Yep," Chloe said quickly as she crossed her arms, "That's stepshit's mancave alright…"

"Okie dokie then…" The Professor smirked as he clasped his hands together and started to edge towards the door, "So laptop files and other relative info?"

"That's what we're looking for, yeah…" Chloe replied as both her and Max nodded in response.

"Right then…" The Timelord muttered as he opened the door and glanced outside, "I'll be back before you can say 'where's he gone off to now?'"

The Professor vanished from sight, leaving the door slightly ajar as he vacated the TARDIS. A few moments passed inside the TARDIS as both Chloe and Max slowly looked around the wildly complex room before glancing at each other and smiling.

"Okaay…" Chloe breathed as she looked at the brunette hipster beside her, smirking as she glanced towards the slightly ajar door for a second, "So, Ma-"

" _NOT THAT FAST_!" The Professor yelled as he reappeared at the TARDIS doors, countless folders and documents filling his arms as he struggled to hold them all, the abrupt nature of his arrival making both Max and Chloe jump in their seats, "But _pretty_ fast…" the Professor smirked as he closed the doors behind him and hurriedly moved to the control console before placing the folders down in a neat pile.

"So let's see what we have…" the Professor took the first folder from the top of the pile and quickly flicked through it, his expression briefly turning to one of regret as his eyes noticed a familiar face in the pictures, "Pictures of Kate…Creepy…" the Professor muttered as he turned the page, rubbing his forehead as he tried to push the memory of Kate falling from the dormitory roof to the back of his mind, "Pictures of Kate _and_ me…Creepier…" the Professor put the file to the side and let out a deep breath, he glanced at the next half dozen folders and slowly pushed them to the side.

"A bunch of files I'll read over later…" his eyes picked out one file in particular that he'd pulled from David's hidden surveillance stash in one of the garage lockers, "GPS coordinates and attached pictures of the tagged cars…" he quickly looked over the file before putting it down in the console; he glanced up at Max as he picked up the next folder, "I also pulled some of the further research he had on me…" he paused for a moment as the control room beeped at him disapprovingly, " _What_? I can't help it," the Professor muttered with a small smile – a smile which quickly vanished as he started to look through the folder, "Switzerland – Bad memories," the Timelord chewed on his tongue for a moment as he stared at the set of pictures in question, "NASA…Some memories…" the Professor's jaw slackened in annoyance as he looked at a third picture set, "Chernobyl?" he closed over the folder quickly before letting out a long, frustrated sigh, "Oh come on…Spoiler alert, David!"

Max seemed particularly bemused by the Professor's reaction, although her curiosity was piqued as she remembered looking at the same set of pictures yesterday, "What about Chernobyl?"

"Haven't been there yet…" the Professor sighed as he chewed on his lip, looking especially annoyed as he looked at the folder, "Well that surprise is _ruined_ …" he threw the folders aside and rubbed his forehead, " _Urgh_ …I need a waffle…" he walked around the control console and started to prep the TARDIS for a short flight, looking up as he programmed in the destination, "Anyone for breakfast at the Two Whales?"

Chloe and Max looked at each other for a moment before Chloe nodded half-heartedly, "Uh…Sure…"

* * *

"Finally," Chloe's eyes lit up as Max walked into the room, injector in hand, "Give me the blue pill…"

"I'm sorry," Max said quietly as she nervously looked at the injector in her hand, "I'm nosey, But not precise."

"Go ahead and plug it right in," Chloe said assuredly as she looked in the direction of the medical equipment beside her, "It's so easy. And painless."

"Um, okay," Max said hesitantly as she stepped towards the machine, glancing at Chloe before continuing, "But get ready to yell for your folks if I screw up."

"Oh, trust me, I will," Chloe said quickly as she grimaced again, letting out a sigh of relief as Max successfully hooked up the morphine injector to the equipment and sat down, "Of course, my pain just keeps getting worse…" she muttered bitterly before looking at Max and smiling as the morphine started to dull her headache, "But you caught me on a good day. Max, I'm so grateful that I'm even able to hang out with you," Chloe stopped herself as the two smiled at each other, "See, I'm getting mushy. I'm already high."

"You are so adorable," Max said with a bright smile as she leant closer to Chloe, "Do you want anything else?"

"Um, stop me if I'm being too emo," Chloe said with an awkward smile as she looked towards the window and then back at Max, "But can you get one of the photo albums over there? I'd like to check out some old pictures of us when we were kids."

"Please. My diary is like emo ground zero," Max said with a small laugh as she stood up and started to walk towards the photo album by the window, "Plus Max Caulfield does not pass up a photo op with Chloe Price. Ever."

Max quickly retrieved the album from a table by the window, pausing as she recognised that it was the same one Joyce had shown her yesterday in the main timeline. She opened the album and returned to Chloe's side, placing it down next to her on the bed and adjusting it so that Chloe could see the pictures, "Is that okay?"

"Perfect," Chloe said with a smile as she started to look over the pictures on the page, glancing at Max with a smile as she sat down in her chair again, "Oh my god, look how little we are there! We look like toys!"

Max smirked at the memory that came with the photo, glancing at Chloe as the two shared a laugh, "I remember that day by the lighthouse."

"My dad was pissed at us," Chloe laughed as she looked from Max to the picture before looking back at Max, "He actually tried to give us a time-out!"

"And you laughed at him," Max chuckled as she moved her chair closer to the bed, "My dad would have banished me."

After a brief pause as the two looked over the rest of the pictures on the page in silence before Max turned the page, Chloe's face lighting up at the sight of a picture of her and Max dressed up as pirates.

"Whoa, awesome picture," Chloe said with a wide smile as she glanced at Max, "We look so badass in our pirate gear."

Max bowed her head slightly, "We should have taken over Arcadia Bay when we had the chance."

"There's still time for you…" Chloe said quietly, looking away from both Max and the photos for a few moments until Max turned the page, "Oh man, there we are making pancakes," Chloe said cheerfully at the sight of the picture, a picture which only prompted a feeling of immense guilt in Max, "I love this shot of us. It's hard to believe my dad took that picture only five years ago."

Max offered a small smile in response as she looked at Chloe, "Literally seems like yesterday…"

Chloe looked away from Max again, her voice quiet as she spoke, "I wish it was."

Max looked at the photo and closed her eyes for a moment, "Me too."

 _This photo…_ Max contemplated as her eyes hovered over the picture; _Maybe I could do what the Professor-_

"Listen, Max," Chloe said softly, the sound of her voice pulling Max away from her thoughts as she directed her attention towards Chloe, "M-my respiratory system is failing and…" Chloe's voice wavered for a moment as she paused, "And it's only getting worse. I've heard the doctor's talking about it when they thought I was zonked out," her voice dropped to a quiet whisper as Max leaned closer, "So I know I'm just putting off the inevitable, while my parents suffer along…and I will, too," Chloe swallowed back tears as she and Max shared a moment of silence, "This isn't how I want things to end."

Max's heart almost stopped as her eyes widened at Chloe's statement, "What? What are you saying?"

"I'm saying that being with you again has been so special," Chloe's lip trembled as she spoke, "I just wanted to feel like when we were kids running around Arcadia Bay…" Max felt a tear slide down her cheek as she slowly shook her head; Chloe _couldn't_ be asking her to do this…"And everything was possible. And you made me feel that way. I want this time with you to be my last memory…" Chloe took a ragged breath as she blinked back tears, "Do you understand?"

Max wiped her eyes and sniffled, staying silent for a few moments before looking Chloe in the eyes, "Yes, I do."

Chloe glanced at the imposing piece of medical technology beside her, "All you have to do is crank up the IV to eleven."

Max's hands trembled as she looked at her best friend – her best friend who was now begging for Max to help end her life – she shook her head slowly as tears continued to stream from her eyes, " _Chloe_ …"

"I'll just drift asleep…" Chloe breathed as she looked at Max, "Dreaming of us here together; forever."

Max took a deep breath before she stood up and walked over to the machine, her shaking hand hovering beside the dial that would end Chloe's life; she paused for a moment to look at her best friend before closing her eyes and adjusting the dial.

"Thank you so much," Chloe smiled tearfully as Max sat down again slowly, "I'm so proud of you for following your dreams," Chloe blinked slowly as the drugs began to take effect, "Don't forget about me."

Max leant towards Chloe's face and placed her hand on Chloe's cheek, trying to hold back more tears as she slowly shook her head, " _Never._ "

"I love you, Max," Chloe breathed quietly as her eyelids fluttered dreamily, her voice softening as her head started to droop into Max's hand, "See you around..."

"Sooner than you think…" Max said quietly, holding back a sea of tears as she watched Chloe's body grow still; taking a deep, ragged breath, the brunette wiped her eyes and directed her attention towards the photograph in the album in front of her.

Max looked around the room for the final time before looking at the picture in front of her, " _I'm sorry, William_."

* * *

"Alright…" the Professor said in-between bites of his half-wrapped-up waffle as he took off the perception filter around his neck and pocketed it, turning around to look at Chloe and Max as they shut the TARDIS doors behind them, "Fantastic waffles…" he looked around the TARDIS control room and paused for a moment before turning back around, noticing that both Max and Chloe seemed a little tired, "I'd say you and Chloe need some more coffee though…" the Timelord shrugged after a few moments of silence, "Even with all that nap-time you two are still sleepy…" he trailed off mid-sentence and turned around to look at the two of them, raising an eyebrow as he continued, "What _were_ you doing last night?"

"Sleeping, duh…" Chloe replied quickly with a wide grin as she glanced at Max, "Right…" the punk slowly backed away towards the door again as the Professor gave her a look of disbelief, "I'll go get the coffee…" she nodded at the makeshift pin up board – which was still basically a blank slate that was awkwardly propped up against the central platform's railing close to the large main screen – and chuckled, "You two keep pining those leads up on the board…"

"Gotcha…" the Professor said with a forced smirk as he gave Chloe two thumbs up, the punk quickly departed the TARDIS; leaving the Timelord and Max alone.

"We should definitely look at where all these cars were on the night of that Vortex Club party…" Max suggested after a few moments of silence, "That should help to narrow down who was responsible for drugging Kate…"

"I agree…" the Professor muttered as he took another bite from his waffle and continued to chew on it for an exceedingly long period of time, "And we find whoever drugged Kate…"

"We find out what happened to Rachel…" Max finished the Timelord's sentence as she started to pin up the contents of another folder on the board, "I'm sure of it…"

"I think we still need more information…" the Professor muttered as he rubbed his chin and looked at the main screen, eyeing the power readouts carefully as the timer ticked down to just over an hour and a half – he'd need to recharge the Artron containers again in about an hour – he glanced over his shoulder at Max, "Can you pass me the stuff you took from Frank's RV?" the Professor returned his attention to the main screen, only turning around again at the sound of a small gasp from behind him, "Max?" the Professor looked at the brunette, who was swaying in place slightly in a dazed stupor, "Max?" the Professor's screwdriver immediately started beeping again as it picked up the same anomaly that it had recorded the previous day; as if to cement this, the power readouts on the screen behind him briefly dropped to barely two minutes of power left as the nearby Artron containers became transparent for a moment, "Oh…" the Professor muttered as the power readouts jumped back to one and half hours of available power and the lights flickered briefly; he walked over to Max's waffles – which the hipster had placed on a plate atop the control console – and picked them up before walking over to a nearby seat with them, "So we're playing this game again…"

* * *

… _The Price Family enjoying a family holiday at a seaside carnival turns into a shot of Joyce and Chloe standing next to William's coffin…_

… _Chloe and William smiling warmly at the camera becomes a picture of Chloe looking despondent as she sits beside a graffiti-covered wall…_

… _Joyce and William looking deeply into each other's eyes, wine glasses in hand, turns into a framed shot of Joyce and David's wedding…_

… _Chloe looking in awe at her new car keys morphs into a picture of Chloe and David fighting at her birthday party…_

… _A dimly lit photograph of Chloe's totalled pickup truck on the side of a highway shimmers into an energetic picture of Chloe and Rachel dancing together…_

… _A sombre picture of a wheelchair-bound Chloe looking distantly at her backyard fence turns into a picture of Nathan falling to the floor in the Blackwell Academy girl's restroom after being pushed by Chloe…_

… _A close-up of Max falling asleep on Chloe's bed as the two watch 'Blade Runner' together transforms into a picture of the Professor's TARDIS materialising in Max's dorm room…_

* * *

" _That…worked_ …" Max muttered under her breath, her pained heart still reeling from what she'd just done as she slowly became aware of her surroundings and her ears continued to ring; although still feeling disorientated, she immediately knew that she could _never_ tell Chloe what she'd done. Ever.

"Wait," she paused, quickly recognising the TARDIS control room as she turned around, " _Professor_?" the brunette froze at the sight of the Timelord – who had taken a seat on one of the nearby chairs on the outside of the central platform as he pocketed his screwdriver with one hand and picked at the waffle which he held in his other hand, looking at her as he did so, "What are you-"

"Ah, _Max_ ," the Professor interrupted with a forced smile as he took another bite from the waffle and chewed on it slowly, "Welcome back. Join me," he gestured towards a nearby seat as he placed a plate of recently cooked waffles on it, "Brought you one," he continued, taking a large bite out of the waffle in his hand. "Fresh off the stove from the Two Whales...Nice waffles there," when Max didn't move, his expression became noticeably colder and he pointed at the chair again, "Sit."

After a further moment of hesitation, Max gulped and walked over the chair, picking up the waffles before she sat down; glancing at the plate in her hand, she opened her mouth to speak, "What's with the fo-"

"Thought you could do with a treat," The Professor answered the question before Max had even finished it; he quickly moved on after taking another bite from his waffle, briefly reflecting as he chewed on it, "Time's crueller than it seems, isn't it?" he spoke softly as he looked at Max, "Sometimes you don't want to deal with it anymore..." the Timelord swallowed the remainder of the waffle in his mouth and cocked his head at Max, who had put the waffles down on the seat beside her, "Not hungry?"

"Look..." Max said quietly as she looked at the ground, unable to look the Timelord in the eye, "I know I screwed up bad...So there..." she looked up at the Professor and sighed, "I suck…I screwed up the whole...natural order thing..."

"So, if you could go back and do it all again..." the Professor asked slowly; smirking at the irony of the question as he stood up and walked over to the control console, picking up a steaming hot cup of tea before turning around, "Would you simply let events play out?" the Timelord asked as he raised an eyebrow and took a quick sip from the cup of tea, "Chloe's dad dies...Everything goes as it should. No fuss? No stomping your feet?"

Max looked away from the Professor taking a shaky breath before looking at him and nodding – as much as it pained her to, "Knowing what I know now, yeah..."

The Professor didn't say anything for a moment after Max's response, merely electing to take another drink from his cup as he leant on the control console, "I'm surprised to hear that," he said after a small delay as he continued to sip at his tea, "Surprised and glad..."

"Yeah well, don't get excited," Max snapped, the brunette quickly picking up the smugness hidden in the Professor's tone, "I'd do it for Chloe. Okay?" the Professor blinked at the outburst, but chose to continue drinking his tea rather than interrupt her, something that Max took advantage of as she stood up and continued, "Because she doesn't deserve to be paralyzedfor the rest of her life..."

"I think it's a little more than that..." the Professor said with a visible smirk, placing the now-empty cup of tea back on the control console before taking a step towards Max, "Today you got a hard look behind the curtain..." the Timelord's voice was quiet as he crossed his arms and continued talking with a stern look on his face, "Wrecking the natural order's not quite such fun when _you_ have to mop up the mess... _is it_?" the Professor's lecture had verbally pressured Max into taking a seat again, he paused for a few moments as he noticed how beat-down Max looked and walked over to her plate of waffles; picking up the plate and putting it on the cluttered central console before he continued, his voice mellowing as he spoke, "This is hard for you, Max," the Timelord said slowly as he walked back over to the brunette and sat down beside her, "You throw away your choices because you've come to assume you can rewind away the consequences and bounce them right back onto your lap..." Max blinked at the Professor's words as he sat back in his chair and continued, "Time is not like a rubber ball, Max," the Professor briefly explained as he mimicked the shape of a small ball with his hands, "It's unpredictable…impermanent and more complex than you can imagine," the Professor's voice had a noticeable edge of brilliance as he finished, as if he were admiring the complexity of time as he briefly explained it, he cleared his throat and looked at Max, " _So_ , I think you've learned something today..."

Max's eyes narrowed as she looked at the Professor, "You wanna know what I think?"

"Not really but go on..." the Timelord sighed as he sat back in his chair and rolled his eyes.

"I think that this 'high and mighty' gimmick you're pulling now is to cover for your own shortcomings..." Max said plainly, not mixing her words as she spoke; the Professor nodded slowly, his eyes widening as Max went on – although with what, the brunette couldn't tell, "I screwed up, fine. But at least have the balls to admit that you have too..."

The Professor chewed on his lip slowly for a few moments after Max finished speaking, leaving a silence hanging in the air that became increasingly unnerving as it continued to remain there; several seconds later, the Professor leaned forward in his chair towards Max before quietly uttering, "Most people speak to me with more _respect_..."

Max's eyes widened in realisation as she jerked back, quickly opening her mouth to apologise, "I didn't mea-"

"We're done here..." The Professor bluntly cut Max off as he stood up, "It's been lovely, Max," the Timelord walked back over to the control console and pulled a screen around the central pillar to look at the readings on it before turning back around to look at her, "But now...I'm going to go through the files I usurped from David's cache and help you two find out what's going on here..."

Max froze at the statement, not quite understanding what the Timelord had said – why was he still helping them despite what she'd just said? "Why would you do that for us?"

"I wouldn't it for _you_ ," The Professor answered simply as he crossed his arms again, " _You_ keep causing trouble. Your powers are an affront to the balance of the _universe_ and you're bound to cause disruption on a _global_ scale..." The Professor was silent for a few moments, "But you have use...Right now you're digging at something..." The Professor smirked as he kept looking at Max, the Timelord giving her an almost-proud look as he spoke, "Intrepid detectives that you two are..." he took a step towards the brunette, "I'm going to help you keep digging, Max..."

Max was taken aback by the sincerity of the Timelord's words, bowing her head slightly as she opened her mouth to reply, "T-thanks…" the brunette blinked for a few moments in thought before something that the Professor had said turned on a part of Max's brain, "Er…Speaking of 'us two'…" she looked around the control room properly in search of Chloe, "Where the hell _is_ Chloe anyway?"

"She's picking up another round of coffee from the Two Whales…" The Professor answered quickly as he turned back around to look at the readings on the screen, "And since you clearly won't remember…" the Timelord said as he glanced over his shoulder in Max's direction, "We spent most of this morning piecing together what we can on Rachel Amber and Kate Marsh since last night was spent sleeping…" he trailed off, sounding a little irritated, "Well for the two of you it was, anyway…" he turned around to look at her, "How do humans sleep for so _long_?"

Max ignored the comment, instead deciding to catch up on what she'd missed, "What have you found?"

"Things we can work with…" the Professor replied as he pulled a paper-filled folder across the console towards him, "GPS coordinates…Chloe seems to think-"

The Professor was cut off by the sound of the TARDIS door opening as a certain punk continued what he was saying, "That Nathan Prescott will have the rest of the info," Chloe waltzed into the TARDIS, smiling at Max as she passed her a flask of coffee, "Being the pampered shit that he is, we should check out his dorm room…"

"Ah, Chloe…" The Professor smirked as he looked between Max and Chloe, "I see you've returned with bountiful supplies…" he flicked a switch on the console to close the doors, "You and Max better drink up and get moving…"

Max took a drink from her coffee; pausing in between sips to ask a question, "You're not coming?"

"The pick-up seats two and I've got something I need to check out…" the Timelord answered simply as he rubbed his hands together, reaching into his pocket and chuckling as his hands re-emerged with a phone, "I'll keep in touch…"

Max raised an eyebrow at the sight of the phone, which looked slightly ahead of the times – even for 2013, "Since when did you have a _phone_?"

"How can I travel in time and space and _not_ have a phone?" the Professor chuckled as he pocketed the phone again and started to adjust a series of instruments on the control console.

Max took another sip of her coffee and nodded in the direction of the control console, "Why aren't we using the TARDIS to get there?"

"I'm working on a very strict power budget right now…" the Professor answered again as he glanced at a nearby screen, "Even with all of the work I've done overnight, I'm barely capable of keeping the TARDIS online for three continuous ho-"

"Your nerd talk is boring me," Chloe interrupted as she grabbed Max's free hand and started to pull her towards the TARDIS door, "Come on, Maxaroni…Let's go raid Nathan's dorm and then we can pay Frank a visit for his decoder book…"

"Decoder book?" the Professor piped up as he glanced away from the control console and dug his hands into his pockets, his hands finding a small, tattered notebook which he quickly displayed, "You mean, this?"

Chloe blinked as she looked at the book in the Professor's hand, "W-where did you get that?"

"Tuesday…After the junkyard…" the Professor replied as he glanced at the book before setting it down on the control console, "It looked somewhat important but until now I hadn't realised the context of the names in it until you mentioned it just there…"

"Anything else you took from him that we should know about?" Chloe half-asked, half-demanded as she crossed her arms light-heartedly.

"I don't think so…" the Professor muttered as he put his hands on the control console, his eyes lit up and he looked back at the duo standing by the door, "I did give him back his bean coupons…" Max immediately fought to hold back a laugh, causing the Timelord to frown, "What?"

Max smirked as she shook her head, "Nothing, Professor…"

"That smirk doesn't mean; 'nothing'…" the Professor pointed out as he stepped away from the console, "I didn't pass up good beans, did I?"

"Let's go, Max…" Chloe chuckled as she patted Max on the shoulder and turned to leave, "We just have to raid Nathan's dorm…My pickup's waiting for us in the carpark outside…"

"Guys?" The Professor continued as he rubbed his arm anxiously, "The beans…I-I didn't miss out on the beans, right?"

Max and Chloe ignored him, sharing a lighthearted smirk as they disembarked from the control room and wandered off towards Chloe's pickup truck.

The Professor edged to the side in an attempt to get a last minute response from them, but to no avail, " _Right!_?"

 **Author's Sidenotes: So now with Chapter 21 concluded, everyone has returned to the main timeline and we're ready to push on with the rest of Act 4. I hope you all enjoyed this chapter and are excited to see what next week's installment brings!**

 **I'd also like to thank you all so much for leaving feedback for this fic, I assure you that I read every single review and take all of what you're saying into account!**

 **As always, follow/favourite this fic if you're liking it so far and please leave a review with either feedback or just general thoughts!**

 **See you all next week in Chapter 22! Act 4 is nearing its climax!**

 **\- CAS2109**


	23. Bigger Picture

**Chapter 22 – "Bigger Picture" –** **Arcadia Bay, Oregon, United States of America – 11:47 AM Local Time, 10** **th** **October 2013**

" _Concentrating sweetie_!" The Professor let out a quiet sigh in response to the control console's protesting chirps as he walked around the control console, glancing between the small screens attached to the central pillar and the various instruments across the control console as he made a series of adjustments.

The harmonious wheezing that filled the control room stuttered for a brief moment, causing the entire TARDIS to shake for several seconds as the Professor merely leant over the console and turned a series of dials to briefly reverse the polarity of the neutron flow. He glanced up at the screen as the display updated; a variety of Gallifreyan text flickering into existence momentarily before the Timelord made another series of adjustments to the controls.

The Professor chewed on his tongue slightly as he eased the time-rotor handbrake into position, taking great care in the effort as he glanced between the positional readouts on the various control room screens and physically gauged the responsiveness of the instruments on the control panel to get a sense of direction. He couldn't afford to be out by more than three meters in this landing, the last thing he wanted to do was land inside a tree.

The floor of the control room groaned as another prolonged burst of shaking washed over the control room, dimming the lights for a brief moment before the entire room stabilised. Using this as an opportunity, the Professor's free hand grabbed hold of the space-time throttle and started to adjust it towards the lower end of the chrononic speed ratings.

The Professor kept a steady hand on the throttle as he directed his other hand to from the handbrake to flick a series of nearby switches that initialised the dematerialisation loop. A mere heartbeat later, the TARDIS was filled by a mechanical wheezing sound – taking this as his cue, the Timelord cut the remainder of the space-time throttle and yanked down on the handbrake.

The quiet ambient humming of the control room steadily began to overtake the metallic thrumming of the time rotor as the grinding sound started to fade out before a soft , yet echoed _thump_ signaled that the TARDIS had landed. The Timelord turned on the spot, glancing at the main screen and taking note of the fifty two minutes of remaining power before walking briskly to the TARDIS doors. He paused at the doors and tugged on his tie-less collar for a moment to loosen it slightly before pushing the doors open; blinking several times at the inrush of brightness from the sun that hung in the sky overhead.

He was in the middle of a dense forest a few kilometres north of Arcadia Bay, the unmistakable sounds of the native wildlife seemed to come from everywhere around him. At least, from almost everywhere around him.

He cleared his throat with a quiet cough and walked out of the TARDIS, walking in a straight line towards the direction with the suspicious absence of natural sounds for around five meters before pausing.

"Let's see…" The Timelord muttered as he licked his finger and held it out, his face coated by an aura of concentration, "Two meters…" The Timelord took a step forward, eyeing the distant horizon ahead of him before pausing again as his eyes picked up a noticeable distortion of light about eight meters in front of him.

The Professor squinted at the sight as he took another series of steps forward, stopping momentarily to pick up a rock before stopping roughly four meters from the shimmering distortion which rose from the ground into the sky and extended to the horizons on both his right and his left like the wall of a dome.

He stayed still for a moment longer before throwing the rock directly towards the shimmering air, hardly blinking in surprise when the rock made contact with the 'wall' and simply froze in place – frozen in time – as a shimmering white shockwave reverberated along the wall as if the Timelord had thrown the rock in a pond.

" _Fascinating_ …" The Professor breathed as he walked closer to the frozen rock and gazed at it as he took out his laser screwdriver and started to scan the ripple-filled air around the rock.

"It's _definitely_ a form of temporal manipulation…" The Professor stated as he briefly viewed the results of the initial scan on his screwdriver; his eyes darting over the small interface built into the main body of the device, "Although the problem with these things is that it's hard to figure out exactly _what_ it's doing…"

He glanced over his shoulder back in the direction of the TARDIS before starting another scan – he'd need to use the on-board computer to get a definitive conclusion from the results, and this would likely take a few minutes.

* * *

The Professor tapped his fingers frantically on the control console as his eyes darted between the rapidly falling power level displayed on the main screen and the slowly filling progress bar of the data scan on one of the smaller screens on the control console itself.

" _Come on…Come on_ …" The Professor muttered through his gritted teeth as the power level flew past the forty minute mark in freefall, causing the Timelord to blink nervously as he briskly manoeuvred his way around the control console to the second screen attached to the time rotor.

 _There's got to be a way to speed this up…_ The Professor inwardly commented as he chewed on his lip and read quickly over the screen readouts, _At this rate, by the time this quantum chromodynamics analysis is done the TARDIS won't be able to boil an egg…_

Stepping back from the control console, the Timelord ran his hands through his hair and sighed; he'd likely need to conduct the analysis of the temporal barrier over two sessions. One now until the power reached critical levels, then he'd recharge the containers – which would take approximately four hours – and finish what remained of the analysis then.

The Professor scratched his cheek lightly as he mentally walked through the logistics of what he'd need to do in order to ensure that the recharging went smoothly.

He knew that it was only the matter of safely disconnecting the Artron containers from the console power unit; a task simplified by the various buffers installed back in the alternate reality that Max had created. He'd give it another five minutes before starting the process of unhooking the containers – hopefully allowing the analysis to progress to a reasonable stage.

The Professor glanced at the Artron containers in question, which were a few meters to his left by the edge of the platform, and rubbed his forehead; he had roughly half an hour of power remaining now.

"Right then, Sweetie…" The Professor muttered as he clasped his hands together and walked over to a keyboard on the control console, "Let's get you somewhere more secure for this recharge…"

The Timelord quickly initialised navigated flight by performing a quick systems boot via the keyboard; flickering the lights for a moment as the engines started to power up and the time rotor began to glow a cool neon blue. He shifted his balance on his right foot to lean over the console and engage the helmic regulator before easing the throttle back and disengaging the time rotor handbrake, throwing the TARDIS directly into flight.

"Junkyard sound good, Sweetie?" The Professor asked over the steady thrumming of the control room, smirking at the series of bleeps he got in response from the console, "Yes, I understand it's getting old now…"

A power alert flashed up on the main screen behind him as the Professor made a few adjustments to the TARDIS temporal booleanonic rate through the use of a sliding interface at the base rim of the console; glancing at the screen every few seconds as he continued to make minor adjustments.

A flash of sparks erupted from a coupling on the wall opposite the Timelord, making him sigh light as he reached for one of the screens attached to the time rotor. He quickly decreased the throttle and cycled the helmic regulator towards a lower setting; making the control room shudder slightly as the TARDIS decelerated.

"You know, Sweetie?" The Professor muttered as he pulled a screen around the time rotor to look at, "This power drain is starting to get on my nerves a little…" he quickly pulled on another lever as a second warning flashed up on the screen in front of him, "I can't have any fun now…"

* * *

 _Wowser._ Max grumbled inwardly as she looked between the locked door guarding Nathan's dorm room and the fire extinguisher a few meters to her right; letting out a quiet sigh, the brunette grabbed the fire extinguisher and brought it down on the door handle as heard as she could, flinching as a loud snap emanated from the besieged door.

 _I,_ Max brought the fire extinguisher down again, cringing as her wrists jolted from the impact, _Would_ , the handle started to cave-in as Max slammed the base of the extinguisher down on the ever-weakening handle, _Kill. For_ , the door cracked, sending splinters crashing to the floor as Max cringed at the noise; yet the handle remained in place, _His. Fucking_ , another to strikes severely weakened the handle before a final strike sent the entire thing flying off; causing the cracked door to hang slightly ajar, _Screwdriver._

 _There_ , Max inwardly sighed with relief as she put the fire extinguisher down beside the door and pushed open the door fully; pausing for a moment to take in the scene that was Nathan's room.

Max hadn't expected it to be the most comforting of places, but what struck her was just how _cold_ and dark the room was. Taking a hesitant step into the unwelcoming room, Max rubbed her arm nervously as she looked to her right – a series of pictures atop a bedside drawer catching her eye.

Max walked over to the drawer and quickly glanced over the pictures; an uneasiness growing in her stomach as the images in front of her - while being nice shots in themselves - gave her further insight into just how unstable Nathan was.

Max returned the pictures to the top of the drawer and started to search through the drawer itself in search of anything they could use, her efforts come to a screeching halt a few seconds later as her eyes picked out the distinct style of Chloe's handwriting on a slip of paper.

Max read over the note - an 'oh so Chloe' threat toward Nathan - and smirked; a smirk that quickly vanished, replaced by horror as Max saw what was buried deeper in the draw.

 _Oh Chloe…_ Max felt a wave of sorrow wash over her at the sight of the gut-wrenching picture she found of her best friend – drugged and barely conscious – beside Nathan's bed; the broken lamp atop the drawer only serving as a stark reminder of what had clearly happened.

The brunette discarded the picture quickly, steadying herself before continuing to look through the room; she had to find something - anything - that they could use. The brunette worked her way towards Nathan's computer and started to browse through his emails - but finding nothing of note beside his plans for Vortex Party tonight - it was only when Max got to the last browser tab did she find herself seething with rage.

Max found herself looking at the paused video on the browser - Kate's 'video' - for at least ten seconds; taking a deep breaths as she clenched her fists.

 _Fuck you, Nathan. This is why we're going to stop you,_ Max inwardly seethed, clicking off of the page as the memory of Kate falling from the roof of the dormitories - just outside of the Professor's reach - repeated over and over again in her head.

If only she'd talked to Kate more, understood what was going on - then there likely wouldn't have been a memorial in the courtyard outside. But no, she'd been more preoccupied with gawking over Mr. Jefferson and the Everyday Heroes contest; what did that say about her as a friend?

Max continued to inwardly berate herself for another few moments before shouting in the room next door reminded her that the clock was ticking. She snapped out of her guilt-ridden stupor and walked back to the centre of the room, tracing her eyes along the floor until they fixated on a series of scratch marks next to the couch in Nathan's room.

Max quickly pulled the couch away from the wall and looked up and down the previously-hidden part of Nathan's room; quickly picking out a glinting packet sellotaped to the back of the couch. Max grinned - if anything screamed important, it was this. The brunette was quickly proven right as the unmistakable shape of a phone came into view as Max wrapped her hands around the packet.

 _Oh yes, little phone, you are mine now_ , Max inwardly commented as she snatched the packet from the back of Nathan's couch, her face triumphant as she quickly pushed the couch back against the wall and stepped towards the door and slipped the phone into her camera bag, _Now I have Nathan's phone, so we can get out of here and back to the Professor…Before Nathan comes back._

The brunette took a final look around Nathan's room, shivering once again at the sight of it; especially at the thought of the twisted things Nathan had either hidden or displayed throughout his room.

Max shook her head slowly as she stepped out of Nathan's room; letting out a sigh of relief as she closed the door behind her and walked back towards Chloe - the punk's face brightening considerable as she stopped pacing now that the brunette had returned.

"Damn, Max, you're finally back," Chloe breathed lightly in relief as she walked towards Max and smiled, "I got worried. So what did you find?"

"His room was clean and creepy," Max answered quickly as she took the packet containing Nathan's phone out of her bag and handed it to Chloe, "Check this out."

"Boom, Nathan," Chloe smirked in excitement after a few seconds as she glanced between the phone and Max, "We got you by the balls, fucker."

The sound of an opening door behind them made both girls freeze in place; only turning around at the sound of heavy footsteps, her eyes widening at the sight of Nathan Prescott standing in the doorway.

 _Oh shit._

"What are you doing in my dorm?" Nathan yelled, jabbing his finger in the direction of the two girls as he charged towards the brunette, "You are such a nosy bitch, Max!"

Max backpedaled immediately as Nathan quickly gained on her; glancing at Chloe briefly - who looked just as terrified as her - before holding up her hand, "Stop right there, Nathan!"

"Make me, ho," Nathan snarled as Chloe tried to push him away; the attempt failing as he took another step towards her - teeth bared.

The brunette stepped to the side as another figure appeared beside her - Warren.

Warren pushed Nathan back, taking a moment to breath as he looked at Chloe and Max before diverting his attention towards the once-again advancing Nathan, "Max, I got this."

Nathan closed the distance between himself and Warren quickly, hissing in rage at the boy in front of him, "Get the fuck out of my fa-"

Warren cut Nathan off mid-threat, violently headbutting the advancing teen and causing the two of them to stumble back - although the force of the blow did send Nathan crashing to the ground. Remaining on the floor for a few more seconds as he shook his head and glared at Warren furiously; his head reaching for his gun in the back of his jeans, "You are so fucking de-"

Warren swiftly kicked the gun out of Nathan's hand, sending the weapon flying out of his grasp before walking over to Nathan, towering over him before his crougched down and started punching - each impact with Nathan's face resulting in a meaty third as Nathan yelled back, "Get off me, brah!"

Max blinked for the first time since Warren had entered the fray - coming to her senses quickly as she raced over to Warren's side and pulled him off of Nathan's prone form, "Warren, stop it!" Max waved Chloe in the direction of the door to the stairwell as Warren backed away from Nathan, "Come on."

"Ow…my head," Nathan moaned as he sluggishly got to his feet, picking up his gun as he turned to face Max, Chloe and Warren - who were just in front of the door, "Why are you all looking at me like that?" he shouted as he rubbed his head, "Huh?" Warren stepped slightly infront of Max and Chloe as Nathan continued to ramble; pointing at the trio as his grip tightened on his gun, "You…and you! You're all dead!"

"Let's go, now!" Chloe hissed in Max's ear, tugging on the brunette's shoulder as she pushed open the door; Max quickly agreed with a sharp nod.

"Plus my dad is on his way!" Nathan continued as his walked off towards his room, quickly disappearing from view, "You're all fucked! He owns you!"

The trio promptly departed from the corridor; all Max could think about was getting back to the Professor before Nathan lashed out at them again.

* * *

The Professor slowly chewed on a piece of cold waffle as he took his jacket off and threw it open a railing; walking into the now-powered down control room – which was illuminated solely by the golden rays sunlight which penetrated through the slightly ajar door from the junkyard outside – and directing his attention to the 'evidence board' at the opposite side of the platform.

"Gotta hand it to Mrs. Price…" The Professor said as he swallowed the mouthful of waffle and took another bite, sounding more than a little impressed as he stopped in front of the evidence board, "Not many people can pull off a waffle that's still tasty when it's cold…"

Taking a moment to appreciate the taste of the waffle, the Professor glanced over the patches of evidence that had been pinned up thus far. Everything from David's GPS coordinates to Frank's codenames were on display; although there was an empty piece of the board for whatever Max and Chloe's raid of Nathan's room would turn up – the Professor was hopeful that they'd find at least _something_ of use.

"Since we're looking into Nathan…" The Professor muttered as he started to focus on the GPS coordinate dominated fraction of the board, "Let's see what David had on him…"

The Professor's eyes fixated on a picture of a jeep in transit with someone at the wheel; that someone appeared to be Nathan – if the Timelord had interpreted Chloe's extensive rant on the matter anyway. He removed the picture from the wall and started to hunt for a license plate number; Nathan's truck had a rather distinctive feature – a tape covered rear light, a feature which allowed the Professor to track down his registration number almost instantly (as from the two license plate pictures of red pickup trucks available, only one of them had the unmistakable tape covered light).

The Professor took a step to the side and looked over the vast list of GPS-tracked vehicles that David had in his cache, quickly picking out the matching license plate ID and the GPS coordinates of any places (with accompanying pictures) that Nathan had visited and moving all of the pieces of evidence to a separate location on the board.

"So…There's that…" The Professor sighed as he crossed his arms and looked over the evidence, he paused mid-thought before frowning, "Wait…"

The Professor tore another sheet of GPS tracker data off the board and glared at it, it was the data for another car – an expensive one judging by the picture – which just so happened to be in the same place as Nathan on the same night. To make things better, the Professor glanced from the sheet towards a Vortex Club flyer, it was the same night as the party.

"Weird…What would Nathan and someone else be doing in a barn on the night of that Vortex Club party?" The Timelord muttered as he added the data for the second car to an empty space on the board next to that for Nathan's truck; he wasn't one to believe in coincidences, and this irked him in an odd way.

The Professor scratched his chin for another few seconds before moving on to deciphering Frank's log book, focusing on the sales made either the day of the party or a few days previously; quickly running all the appropriate names and dates through the code book and discarding the names that he either didn't recognise or the names that weren't relevant to their search.

With Frank's information pinned up, the Professor felt his eyes wander back to the GPS-coordinate that Nathan's truck and the mystery vehicle occupied at the same time; he looked over both intensely before shaking his head – it couldn't be a coincidence.

The Professor pulled out his phone and made a quick note of the coordinates, tearing off the picture of the barn from the board and pocketing it before starting to dial a number on his phone.

"Well then…Best arrange a lift…" The Professor smirked as he dialled Max's phone, somewhat thankful that Max had been nosey enough to steal her own record from the school during their escapade on Tuesday night and – for a reason the Timelord could discern – leave the file in the evidence pile alongside the personal files of several other Blackwell students, the tone ringing out for a few moments before someone picked up.

" _Pizza Geronimo, how can I help_ -" an undeniably bored male voice was halfway through saying before the Professor abruptly hung up.

" _Nine,_ not a seven…" the Professor grumbled under his breath as he quickly dialled the number again, letting out a quiet sigh of relief when he heard Max pick up the phone.

" _H-hello? Who's this_?" Came Max's hesitant voice after a few moments of silence – although the Professor swore he heard Chloe ushering her to say something.

"The Ghost of Christmas Past," The Timelord answered sarcastically; rolling his eyes at the silence that followed, "Who do you _think_ it is, Max?" The Professor sighed as he leant on the railing beside him, "Drop whatever you're doing now and come pick me up."

" _W-what_?" Max sounded noticeably confused by the request, " _But…We have Nathan's phone_ ," Max replied quickly, her voice somewhat distorted by the sound of the pickup truck's engine.

" _Well done_ , Max… _Congratulations_ ," The Professor muttered sarcastically as he started to walk back towards the open doors, "But I'm onto something here. I don't think Nathan was working alone…Which could cast doubt on everything on his phone."

" _What do you mean_?" Max quickly asked in response as the Professor stepped outside the TARDIS and locked the doors.

"Max, seriously…" The Professor sighed, rolling his eyes as he spoke, "Judging from what you two have said about him. Nathan wouldn't be the brains of this operation if someone was in on it…If anything…" The Professor trailed off for a moment in thought before the realisation struck him, "He'd be the scapegoat should anything go wrong…"

" _O-okay_?" Came Max's voice after a short pause, " _W-where are you_?"

"Junkyard…" The Professor answered simply as he wandered in the direction of the junkyard's exit, "Make it quick…"

" _The junkyard_!?" came the unmistakable sound of Chloe's voice, causing the Professor to smirk as he glanced out of the open doors, " _Fi-_ "

"Bloody kids…" The Professor sighed as he hung up and pocketed his phone, letting his mind race through the possibilities of what the new revelation would allow.

Hopefully he wouldn't have to wait long to get the answers.

 **Author's Sidenote: Apologies for the delay in this upload everyone! Last weekend was hectic and as such, I could only write when I had time to after school during this week. Hopefully the quality hasn't slipped. The next chapter will serve as the conclusion to Act 4 - and boy do I have the twist in store!**

 **I'll try my utmost to have another chapter up over the weekend, but there may be a slight delay depending on how things go.**

 **As always, follow and favourite to show your support for the fic and don't hesitate to drop a review with feedback/general thoughts - I ensure you that I read all of them and appreciate all the kind words you guys leave!**

 **See you all next time!**

 **\- CAS2109**


	24. The Dark Room

**Chapter 23 – "The Dark Room" –** **Arcadia Bay Junkyard, Oregon, United States of America – 12:26 PM Local Time, 10** **th** **October 2013**

The Professor glanced up at the sound of an approaching pickup truck; pocketing the GPS coordinates of the barn again as he pushed himself off of the car bonnet he had been sitting on and stood up straight. His eyes quickly picked up the approaching cloud of dust that was being kicked up by Chloe's pickup truck as it traversed over the unpaved road towards the junkyard.

"About time…" The Timelord muttered under his breath as he started to walk towards the junkyard's entrance; his mind still trying to hypothesis Nathan's possible accomplices from the information he currently possessed.

It was clear that Nathan's accomplice was in some way a member of Blackwell Academy – most likely part of the school's staff due to the expensive nature of the car. However, he'd only ever run into two members of the Blackwell Staff – Principal Wells (who definitely lacked the conviction to partake in the kidnapping of students at his school) and Mr Jefferson (who he'd only spoken sparingly to once) – so that made his list of possible subjects massively inconclusive.

 _Hopefully whatever's at this barn points me in the right direction…._ The Professor commented inwardly as Chloe's pickup truck came to a halt just outside of the main gates.

"Yo, Prof!" came the unmistakable sound of Chloe's voice as both doors opened and the duo got out of the truck, "What'dya find?"

The Professor pulled the two sheets of coordinates out of his pocket and walked towards Max and Chloe, passing the folded sheets to the punk as he started to speak, "Where we're looking next…"

Chloe looked over the two sheets briefly before looking back at the Timelord in confusion, "I-I don't follo-"

"Look at the records on the same day as the Vortex Party where Kate was drugged…" The Professor explained slowly as he pointed out the coordinates he was referring to, "Both Nathan and someone else were at the same place at the same time just after the party…"

The Professor showed the coordinates to Max as the brunette made her way around the pickup truck, "Normally I wouldn't be suspicious. But given how out of the way this place is… _And_ how similar the timings are… _And_ taking into account that Max said that Kate recalled driving for a long period of time…" the Professor glanced at Max – mainly since she wouldn't recall telling him various assortments of information, "And well…You kind of have to assume the worst here…"

"Right…" Chloe said quietly as she looked over Max's shoulder at the coordinates, "Isn't this on the other side of town?"

"Yep," The Professor replied quickly, glancing at the truck as he continued.

"Dude…" Chloe blinked as she quickly caught on to what the Professor was suggesting, "I'm pretty sure that just because you necklace of invisibility – or whatever it does – lets you carry waffles out of the Two Whales, does not mean that the police won't see you when they pull us over for a spot check-"

"I'll hide in the back," The Timelord retorted quickly with a smug grin as he pulled the perception filter out of his pocket, "It'll be fine…"

"I-I really don't think you understand me here," Chloe countered; sounding increasingly agitated by the Professor's smugness, "They're checking _every_ car they see for you."

"Then we don't have a problem…" The Timelord said with a wink as he climbed into the flatbed of the pickup truck and sat down, "I've always wanted to do this…"

"Mother of f-" Chloe was halfway through shouting in exasperation before the Professor held his hands up to calm her down – looking at Max uneasily as he spoke.

"You're right. They will see me; however," he held up the perception filter, "Thanks to this wonderful piece of kit, they won't _want_ to see me-"

"Trust me. No one in this town _wants_ to see you," Max chipped in, smirking as the Timelord rolled his eyes and scowled at her response.

"Aw. _Thanks_ , Max," The Professor shot back through a forced smile; his voice dripping with copious amounts of sarcasm, "That does _wonders_ for the self-esteem," he cleared his throat and continued, "Basically they see me, don't acknowledge me and then forget any inconsistencies I cause…" he trailed off for a moment, thinking of an example to use; his eyes brightened suddenly when he found one, "It's like…when you fancy someone and it's like don't even know you exist…"

A short silence lingered in the air at the example before the Professor gently tapped the side of the pickup truck; "Come on now," he said with a smirk as he adjusted his cuff-links slightly, "This mystery ain't going to solve itself."

* * *

The Professor rolled over the side of the pickup truck; landing with his feet on the ground and a slight groan of discomfort – his sides and lower back noticeably pained from the bumpy drive from the junkyard to the barn.

He turned on the spot and looked around as Chloe and Max got out of the pickup truck; the surrounding area was heavily forested and the chirps of various animals filled the air. His eyes fell on the barn; the ominous and strangely imposing structure that it was.

The barn had clearly not been used for farming in quite some time, the wood across the structure was visibly rotting and the windmill a few dozen meters behind the barn itself was listing noticeably to one side.

The Professor glanced over at Chloe and Max – who had started to walk towards the barn – and quickly followed them to the front of the barn as he pocketed the perception filter.

"Locked!" Chloe groaned in annoyance as she tugged on a bulky looking padlock on the large doors at the front of the barn, she turned to face Max, "See if you can find another way in. I'll try to pick it…"

As Chloe knelt down and started to look at the lock in greater detail, Max wandered off away from the barn to look for anything they could use to get in; a couple of seconds later, the Professor appeared behind Chloe and gave her a light tap on the shoulder.

The punk looked up in surprise, almost as if she'd just remembered that the Timelord was present, and turned to face him, "Yeah?"

"Let me see what I can do here…" The Professor suggested as he slipped a hand into his pocket and retrieved his laser screwdriver, quickly setting it to passive mode as he eyed the padlock.

"Uh…okay…" Chloe muttered as she stood up and took a step back; eyeing the screwdriver in confusion as the Professor pointed it at the padlock and activated it.

A sharp _whine_ emanated from the screwdriver, making Chloe cringe in pain slightly before the padlock sparked, unlocked and fell to the ground with a sharp _crack_. Max quickly ran up to them, looking concerned before her eyes spotted the padlock on the ground and the screwdriver in the Professor's hand.

"I swear to dog," Max grumbled, almost looking defeated at the sight of the screwdriver, "The amount of bullshit you have access to is ridiculous."

"Oh come on, Maximum Downer…Don't be a hater…" The Professor retorted quietly with a smirk as he gently opened the barn doors with his free hand and walked inside; scrunching his face up in discomfort at the repugnant smell of rotten wood and damp hay inside the barn.

"Gross…" Max coughed as she covered her mouth with her hands in disgust at the smell.

"Creepy, more like…" Chloe muttered as she slowly looked around the room, paying little attention to the smell as she walked to the centre of the barn; she turned around and looked at the Professor, "Now what?"

"See what we can find…" The Professor said quietly as his eyes trailed across the thin layer of hay that coated the floor of the barn; his eyes stopped at the sight of tire tracks beside the open door, "For instance…" the Timelord pocketed his screwdriver before crouching down beside the tracks and rubbing his hand along the tread marks – which looked identical to those on the wheels of the expensive looking car belonging to Nathan's accomplice, "Jackpot…" he brought his hand closer to his face and licked it; suppressing the disgusting taste that filled his mouth as the duo eyed him with a strange look on their faces, "No one's been here in about…" The Professor chewed on some of the tread dirt, "Four days…"

The Timelord spat the dirt out and rubbed his hands together as he looked at the two baffled teenagers in front of him, "Well don't just stand there…Detective mode," he pointed at the boxes around the room, "Go!"

The Timelord wandered over to a box filled with newspaper articles and started to rifle through them while Max started to comb over the floor to see if anything hidden beneath the hay.

The first article the Professor removed was for the most part uninteresting, merely describing the family fortunes of the Prescott family in the earth 20th Century. In fact, that's pretty much what all of the articles were about; although such a fact wasn't exactly surprising since the barn was on Prescott land.

It wasn't until the Timelord was about to give up did he spot an article from 1962 that caught his attention, while this article was littered with sub-headlines focused on the Prescott family's investments in the Arcadia Bay area; the main story was a headline titled ' _Sky Ablaze as Mystery Object Falls into the Bay_ '.

The Professor removed the newspaper from the box and read into the story more; glancing at Max as the brunette continued to clear away the hay on the floor before diverting his full attention to the article.

From the article's description, one typical night in 1962 Arcadia Bay was shattered by what seemed like a section the sky above the bay tearing apart with a powerful red light that was blinding to look at. This was followed by something falling out of the sky and sinking into the bay – the object was never found by the looks of things and the whole thing was declared 'an abnormal meteor shower' by the government.

The Professor scoffed as he put the paper back into the box. If anything, it sounded like a rift in time had appeared above the town and something – perhaps the temporal lock – had fallen out of it. If the lock – or whatever it had been – was equipped with a perception filter; that would serve as a likely explanation as to why the object had never been found.

A shout from Max drew the Professor's attention away from his thoughts and toward the brunette, who was standing beside what looked like a trap door close to the corner of the barn. He walked over to the door as Chloe dropped what she was doing and followed close behind him.

"Nice find, Max…" The Professor commented as he knelt down beside the door, eyeing the padlock – which was considerably larger than the one on the main doors – and removing his laser screwdriver from his pocket, "What did I tell you? Intrepid Detectives…"

The Professor and Max shared a brief smile before the Timelord turned his screwdriver to bare on the unfortunate padlock which was blocking their path. The Professor activated the screwdriver; soon after the screwdriver started to emanate its usual _whine_ , the padlock started to shake violently before metallic sparks shot out from it and it unlocked.

"Open sesame…" The Timelord smirked as he pulled the lock away from the trap door before opening the trap door itself with a quiet grunt, revealing a flight of stairs that led underground, "Down we go…"

Max descended the stairs first, followed closely by Chloe and then by the Professor – who promptly switched his screwdriver to 'stun' mode and held it out in front of him as he followed the girls.

The trio quickly came to an imposing – and noticeably more modern – steel door. Max and Chloe shared an uneasy look as they approached the door; it looked especially heavy and there seemed to be only one way to open it – a four digit keypad on the wall beside the door.

"Are you shitting me!?" Max groaned as she walked up the keypad, "There's gotta be a bazillion combinations for this-"

"Ten thousand…" The Professor interjected, looking unimpressed as he walked up to the keypad an switched his screwdriver back to passive mode – the prongs retracting back into the main body of the screwdriver with a sharp _click_ , "Let's see here…"

The Timelord removed the casing from the keypad and moved his screwdriver closer to the sensitive electronics within it; he activated the screwdriver and a green light flickered to life above the input numbers almost instantly – a heavy _thunk_ echoing from the door itself as the Professor put the casing back onto the keypad and walked over to the door.

"Is there anything that thing _can't_ do!?" Chloe asked, looking at the screwdriver in awe as Max scowled at the Professor.

"I'll let you know as soon as I find one," The Professor replied with a smirk as he pocketed the screwdriver and started to turn a large wheel-like mechanism on the door, before pulling it open.

"I need one of those things in my life, Max," Chloe whispered in the brunette's ear as the Timelord walked through the door; Max looked at the punk, realised what she was thinking and then burst out laughing.

"I'm serious, Maximillian!" Chloe smirked as she looked at Max, "ATMs…Free cash…Never needing step-shit's keys ag-"

Chloe was interrupted by the Professor shouting for them from the next room.

"Uh…Max? Chloe!?" The Professor yelled as he turned the corner – the newly-uncovered bunker going from a simple storm shelter to beyond creepy in less than a second, "You two should come take a look at this!"

Max and Chloe rushed through the first room of the bunker – Max glancing curiously at the shelves stocked to the brim with food as she ran past them – and came to a screeching halt just beside the Professor when they saw the room beyond.

The large room before them was creepy – there was no other word to describe it. The room's walls were covered by various pieces of art – each more mentally disturbed than the last – and the room itself was filled with expensive pieces of technology – from high tech printers to computers and digital cameras.

The Professor took a step forward; his eyes trailing across the obvious photography set up at the back of the room; the roll of white paper that hung from the ceiling and trailing along the floor for a few meters gave the Professor a bad vibe about the whole place. He cleared his throat and looked at Chloe and Max, who were looking borderline horrified with the whole situation.

"Right then…" The Professor began quietly, his mouth dry as he looked around the room again, "Let's see what we can find…"

The teenagers silently acknowledged the request and started to comb over the room bit by bit in search of clues, the true horror of what the room's purpose was becoming increasingly clear the more they found.

From the pictures of Kate on the computer that formed a pit in the Professor's stomach to the dozens of vials of drugs; everything pointing towards the extremely sinister nature of the bunker.

The Timelord loitered around the back of the room – never stepping beyond the bare leather couch as he moved from box to box of expensive photography equipment; a feeling of Deja vu with some of the equipment in the bunker scratched at the back of his mind – he just couldn't place where he'd seen it before.

And then Max found the red binders – dozens of them.

The brunette took a handful of binders out of a large sliding drawer built into the wall; the Professor glanced over the countless binders still on the shelves behind her – unnerved to see a name on every single one.

"This one's got Kate's name on it…" Max breathed as she placed a shaking hand on the binder, glancing at the both the Professor and Chloe in uncertainty before opening the binder.

"Oh my god… _Kate…No_ …" Max whispered, her voice pained as she stepped away from the binder and covered her mouth in horror.

A handful of pictures were contained within the binder – all of them visibly disturbed and disgusting. Kate was barely conscious – very likely in a drugged state, bound and staring into the camera.

The Professor scratched his face slowly, chewing on his tongue as a fiery rage briefly erupted in his chest and his face darkened at the sight of the images. It was sick, twisted and just morally wrong for anyone to be put through something like what he was seeing.

"It…It wasn't just Kate…" Max said shakily, taking a moment to steady herself before she continued – no one deserved this, especially not Kate, "All of those binders are filled with other victims…"

"T-There's…" The Professor began, sounding noticeably furious before cutting himself off; he took a deep breath and continued, his voice slightly more composed, "There's a binder marked 'Victoria'…" The Professor picked up the binder and opened it after a moment of hesitation, "It's empty?"

Max was silent for a few moments before the thought struck her, "Nathan must be planning on dosing her at the Vortex Club party tonight!"

It was at this point that the Professor noticed that Chloe had been silent for an especially long time, he turned to look at her and his face fell at the sight of the punk's helpless face – she was staring at the third binder on the table. The Professor walked around the table to look at the name on the binder; letting out a slow, defeated sigh when the name came into focus.

Rachel.

Max and Chloe shared a heart-wrenching look as the brunette put a supporting hand on the punk's shoulder. The room was completely silent for a few moments before Max and Chloe opened the binder together.

The Professor seemed to zone out as Chloe's words became increasingly sob-filled and hysterical at the sight of Rachel in the same condition as Kate; the punk tugged on Max's arm as tears rolled down her face. The Professor simply stared at the pictures in the binder – or to be specific, one picture in the binder. It wasn't exactly hard to place it, especially considering that he'd more-or-less spent the last five days in the junkyard; Chloe seemed to have the same idea as she pulled Max towards the door.

The Professor looked up at Max as the brunette weakly gestured for him to follow and shook his head slowly before looking back down at the picture.

If Rachel was dead and buried. She'd been right under his nose the entire time. Under the rift.

The Timelord slowly regained the sensation of sound as the distinct rumble of the pickup truck's engine started to drift off; he then picked up a stapler on the desk and hurled it across the room in a brief spout of rage – smashing it into pieces as the stapler impacted the wall on the other side of the room.

Taking a moment to breathe deeply, the Professor walked over to the centre of the room and looked at a small camera in the far corner – just beside the transition from the food storage to the main room itself. If looks could kill, the Timelord's glare would have summoned the storm itself.

It was clear that the room was under surveillance by whoever owned it – be it Nathan or his accomplice; the Professor intended to use this fact to his advantage.

"I don't know who you are – not yet anyway," the Timelord spoke quietly as he stepped towards the camera, reaching into his pocket for his screwdriver, "But I know what twisted things you've done…" he removed his screwdriver from his pocket and shot a powerful glare at the camera, "And if you think for one moment that I will let you continue along this path, then you understand _very_ little," his voice remained quiet yet powerful and terrifying as he projected his seething anger and venom towards the future observer of the surveillance tapes, "So for your _own_ sake, understand this: _I_ am the Professor. I'm going to stop you, and when I do…"The Professor glanced away from the camera as he set the screwdriver into 'kill' mode for the first time since his arrival in Arcadia Bay; the screwdriver's prongs fully extending with a _shing_ sound that echoed around the room, a heartbeat later the entire screwdriver started to hum loudly as a bright green beam connected each of the three screwdriver prongs, "Don't expect _me_ to let _you_ live."

The Professor banished his screwdriver towards the camera and fired; a blinding flash filling the entire room as a reverberating _fah-choom_ -like sound rattled everything nearby – the camera no longer existed, disintegrated into ash and leaving a blackened hole in the wall of the room.

"Now…" The Professor muttered as he set the screwdriver back to passive mode and pocketed it; he walked over to the couch and sat down before slowly taking a sip from the whiskey bottle, "Hopefully I won't have to wait too long…"

He didn't have to.

About ten minutes after he destroyed the camera, the Professor heard the distinctive sound of an approaching car engine; he sat forward on the couch and took another sip from the bottle as he heard the engine stop and then the sound of footsteps in the barn itself.

"Whateverthefuck!?" The Timelord heard someone upstairs shout in confusion before they started to run down the stairs; the frequency of their swearing increasing as they got closer to the open bunker door, "Oh Fuck! Fuck! Fuck!"

The Professor had pressed himself against the wall separating the entrance room from the main room by this point and was waiting for the right moment to announce himself to whoever had arrived. Such an opportunity arose when a heavily shaking pistol emerged from around the corner; followed quickly by the sound of rattled breathing and a shaking wrist.

The Professor grabbed the gunman's wrist and jerked it upwards as the newcomer fired a shot blindly in a panic before the Timelord pulled the weapon out of the person's hands entirely and threw it across the room.

He came face to face with a terrified Nathan Prescott moments later as the Timelord forced the boy to the ground, "I know you're a senior and all…" The Timelord smirked at the defenceless rich kid as he pinned his arms behind his back, "But that kind of language is wildly inappropriate."

"W-what th-the f-fuck!?" Nathan whimpered as his attempts at resisting slowly stopped, "W-who th-the fuck are you?"

"Let's keep who I am out of it," The Professor spat, not hiding his disgust as he leant down next to Nathan's ear, his voice quiet yet threatening as he spoke, "The question we need to ask is: 'Who do you think _you_ are'?"

Nathan tried to squirm out of the Timelord's grasp in fear, stopping again as the Timelord applied pressure to his shoulder.

" _Why_?" the Professor demanded to know as he pressed his knee against Nathan's spine; causing the boy to cry out in pain, "Huh? Why did you do this?"

Nathan sobbed quietly for a few moments, his body trembling as he started to speak, "I didn't-"

"Didn't _what_?" the Professor hissed into Nathan's ear, his usually controlled anger seeping through into his voice.

Nathan continued to shake as he spoke, desperately trying to curl up into a ball to escape the Professor's wrath, "I-I di-didn't w-want to h-hurt a-a-any-anyone…"

" _Aw_ …" The Professor mocked as he rolled Nathan over and looked into the boy's tear-stained eyes, "That's…That's _adorable_ …" The Professor gritted his teeth as he suspected that Nathan was playing the victim card, " _Really_ …" he looked in the direction of the binders, his voice remaining quiet as his eyes fixated on the picture of Kate on the computer monitor, "You did-"

"H-he u-u-used m-me…" Nathan blurted out in between sobs as he tried to move his arms to wipe the tears from his eyes; only for the Professor's head to snap back to look at him.

"What did you say?" The Professor asked as he tightened his grip on Nathan's shoulders and violently pulled him to his feet.

"Please!" Nathan pleaded in fear as the Timelord manhandled him across the room before throwing him onto the couch; he quickly curled into a loose ball and started to rock slightly, "P-please stop!"

"Start talking now," the Professor demanded, his voice razor sharp as he jabbed a finger at Nathan "Who are you working with?"

Nathan shook his head reverently, his sobs interrupting his incoherent speech, "M-M-"

" _Who_ , damnit!?" The Professor hissed as he stepped forward, slowly looking away from Nathan and towards the storage room as a new figure stood in place just at the central divider which separated the two rooms.

"Nathan…" Mark Jefferson said, his voice smooth and calm as he stepped into the room, "It's perfectly alright..."

The Professor's eyes widened as the realisation hit him like a speeding bullet; the setup of the room was clearly the product of a professional mind – hell…now that Jefferson had revealed himself, he could place the boxes of equipment in the back of the main room; they were identical to those he'd seen in Jefferson's classroom.

"Jefferson…" The Professor greeted through a wall of gritted teeth as he mentally kicked himself, "Of course…"

"Mister Lester…" Mark Jefferson continued as he slowly walked into the room; the sound of his voice slowly bringing Nathan's rocking to a halt, "I see your destructive habits have followed you here…" The Professor cocked his head slightly as Jefferson gestured towards the distressed Nathan on the couch, "Is that what you did to Kate before you forced her off of that roof?"

Any remote sense of faux-playfulness that had resided on the Timelord's face until this point vanished in the blink of an eye. He looked right at Jefferson; giving the man a glare which made him suffer a noticeable moment of hesitation as he took another step towards the Professor and Nathan.

The Professor let the silence hang in the air for a second before opening his mouth and speaking with the kind of fury that only a Timelord could project; a still fury – like the calm before a powerful storm, "How _dare_ you."

Jefferson hesitated again at this, taking a few moments to gather his thoughts and press the Timelord further, "We all saw what happened, Mr Lester," he said knowingly as he stepped forward again, hands hands working their way slowly towards a pocket on the back of his jeans, "You're a wanted man."

"So call the police…" The Professor retorted quickly before offering the man a wide grin, "Oh wait…" he nodded in the direction of the binders, "You _can't_ …" he paused for a moment; scrunching his face up in a session of faux-thought as he tapped his chin before hold up his index finger, "I know!" the Professor pulled out his phone, making Jefferson freeze in place when he caught on to the Timelord's intention, "How about _I_ call them?" he shook the phone in his hand lightly from side to side, "I'm sure they'd be here pretty damned quickly."

Jefferson gulped quietly as his tightened his grip on a pistol in the back pocket of his jeans, "You're bluffing."

The Professor shot the man a cocky look as he tapped a series of times on the screen; actually intending to send Max a warning about Jefferson rather than alert the police himself, " _Am I_?"

 _Time to send text warning; five point seven six seconds. Discard idea._

"Yes," Jefferson finished, looking victorious as he quickly pointed the pistol in his grip at the Timelord, "You are," with his free hand he grabbed Nathan's shoulder tightly; making the boy whimper in response, "Come here, Nathan."

 _Average human reaction time is 215 milliseconds. Bullet flight time even less,_ The Timelord summarized quickly as his eyes flashing from Jefferson to Nathan and to his phone quickly, _Time to arm and fire screwdriver is approximately 418 milliseconds. Discard idea._

Nathan was about to stand up when the Professor glanced away from the phone in his hand towards the boy; completely ignoring Jefferson's gun, "Stay right there."

 _Step one: Provoke target into assuming superiority._

 _Step two: Distract target with phone._

 _Step three: Use phone to briefly immobilize target._

 _Step four: Use couch as spring board. Use momentum to disarm target._

 _Step five: Immobilize target with precise haymaker strike._

The Professor smirked as he finalised the planning in his head, looking at Jefferson as the man gave him a look of obvious disbelief.

"I think you're forgetting I _have_ a gun," Jefferson almost laughed as he shook his weapon slightly, "You don't get to make demands."

The Timelord returned a quiet chuckle as he shook his phone slightly; tightening his grip around the device as he gave Jefferson a smug look, "And I think _you're_ forgetting something."

Jefferson lowered the gun slightly in amusement, "What?"

The Professor merely laughed at the man, although his voice was serious when he spoke, "I _don't_ have a gun."

Using Jefferson's moment of confusion to his advantage, the Professor hurled the phone across the room; striking Jefferson in the face with a meaty _thud_ and sending the teacher spiralling to the floor. The Professor jumped on the table just in front of the couch and quickly leapt from the table onto the couch before jumping over the couch entirely as Nathan rolled onto the floor to get out of his way.

Jefferson recovered his senses and was about to bring his gun to bear again on the Professor when he looked up and saw the Timelord jumping over the couch towards him; barely having enough time to raise his weapon before the Professor grappled him and sent them both crashing to the floor, knocking the gun out of Jefferson's hands and sending it sliding under the couch.

The Timelord took a fraction of a second to recover from the impact, rolling back to his feet as Jefferson frantically tried to move the couch to retrieve his weapon – a look of genuine fear in his eyes as the Professor advanced on him. The Professor threw a heavy punch at Jefferson's face; a blow the man only narrowly evaded as he threw himself to one side and slid along the floor of the room on his stomach.

The Timelord lumbered over Jefferson again within seconds as the fear-filled man desperately kicked at the Timelord's legs; scoring a lucky blow on the Professor's stomach – which made the Professor stumble backwards slightly, giving Jefferson more time to quickly get back onto his feet.

The Professor watched Jefferson stagger towards the camera equipment at the back of the room; watching him closely before quickly moving to incapacitate the man.

Jefferson grabbed a camera tripod and started to wildly swing it at the Timelord in an attempt to stall him; an attempt the Professor promptly disarmed as he ducked out of the way of the initial blow before forcibly wrenching the tripod from Jefferson's arms and clubbing him in the chest hard enough to not only send Jefferson's glasses flying off of his face, but also make the man crumple to the floor in a heap as a loud _crack_ echoed around the room.

The Timelord tossed the tripod aside, the object landing on the pristine white photography background sheets just beside him, and then forcibly grabbed the barely conscious Jefferson by the throat and throwing him against the nearby corner of the room and was about to finish him off with a final punch to the temple when he heard a metallic click from behind him – clearly Nathan had decided to join in.

The Professor dove to the side as a bullet buried itself in the wall exactly where his head was just a few moments before; rolling on the white photography sheet as another shot rang out. The second bullet missed the Professor by a mile; impacting on the wall on the other side of the room – showing that Nathan was clearly panicking as a result of the Timelord's rapid movements.

The Professor scooped up the tripod in his grasp before throwing it in the Nathan's direction, the tripod spinning like a boomerang before a metallic _clang_ signalled that it had impacted its target; the momentum of the tripod sending Nathan rolling over the couch – bring the couch with him as he disappeared over the lip of it clutching his chest in pain.

The Professor redirected his attention to Jefferson, who had fought his way into an unbalanced standing position as he leant on a nearby trolley – filled with needles and drugs. The Timelord kicked the trolley away from Jefferson, sending it crashing into a wall as Jefferson threw his fist towards the Professor's face in an unbalanced strike.

The Timelord parried the blow with his left arm before knocking Jefferson to the floor with a strike to the temple with his right. He stood over Jefferson and smirked as the man looked up at him in fear; his face was bleeding in several areas and the right side of his face was dominated by a rapidly swelling black eye.

The Professor crouched beside Jefferson and grabbed a fistful of the man's hair with his left hand, causing him to scream out in pain, "This is for Kate and Rachel you son of a bitch," the Professor muttered as he clenched his right hand into a fist – freezing when he heard another gunshot.

The Professor cried out in pain as a bullet tore through his left shoulder – incapacitating him immediately as Nathan's shot, entirely by chance, had struck a vulnerable Timelord nerve cluster – carrying with it fragments of bone and droplets of blood as it buried itself into the wall behind the Professor.

The Timelord crashed to the floor, blinking back tears as he lost all feeling below his neck; an excruciating sensation of pins and needles flooding his body as he screamed in frustration.

"Mr. Jefferson!" the Timelord's heard Nathan yell; just barely able to hear the words over the sound of his increasing heartbeats, "Are you okay?"

"I-I'm…fine," Mark Jefferson's weakened voice replied as the Professor tried to get up again, only to fall back violently and crack his head against a bulky box of equipment behind him.

When the Professor's vision returned, he opened his eyes to see that not only had he been moved closer to the bunker's exit, but also that Mark Jefferson was talking with Nathan over at the desk on the opposite side of the room; Jefferson's face had stopped bleeding and he was holding a folder which had formerly held Victoria's name on it – the Timelord squinted to look at the new name and felt all the energy in his body leave him when he saw it.

Chloe.

The Professor forced himself into a sitting position, spitting out blood as a result of the effort as his hands fumbled for his phone in his pocket in a daze. That was when he saw his phone on Jefferson's desk.

Jefferson looked over Nathan's shoulder and noticed that the Professor had somewhat regained consciousness, quickly moving out of the Timelord field of view for about ten seconds before appearing again – needle in hand.

"I must say, Mister Lester…" Jefferson spoke softly as he crouched down in front of the wounded Professor, giving the Timelord a wide smirk as he continued, "You have made things remarkably easy for me now…"

The Professor could only cough in pain in response.

"You see…My initial plan was risky and now rather wasteful in hindsight…" Jefferson babbled, glancing at Nathan for a few moments before whispering in the Professor's ear, " _I don't have to get rid of him now…He trusts me enough to not question me…_ "

The Timelord groggily blinked as his eyes focused on the needle in Jefferson's hand; the teacher smirked in response, "So now…I'm going to finish you off with an overdose…" The Professor shook his head weakly in response, "And then I'm going to use the phone you so graciously supplied to lure Max and her girlfriend out of the public eye…"

The Professor spat blood in Jefferson's face, the only thing he could really do to convey his fury at this point.

"Good one…" Jefferson chuckled as he wiped the blood from his face, "That was good…But do you know what's even better?" Jefferson cocked his head at the non-responsive Professor, "I've always wondered what someone's face looks like when they lose someone they care about right before their eyes… _That very image_ …" Jefferson trailed off, his voice filled with euphoria, "Max and her friend, Chloe will be supplying me with tonight…"

Content with his tormenting of the Professor, Jefferson merely flicked the end of the needle and slowly inserted it into the Timelord's neck, he eyed the Professor again as he started to inject the anaesthetic, "So thank you for that…"

"You…son…of…a…bitch…" the Timelord panted as he felt himself grow weaker – normally human drugs had little to no effect on Timelords; but in his current state, all the Professor could do was ride out the worst.

 _Healing coma…Only chance…_

The Professor's mind was a panicked mess as Jefferson removed the needle from his neck; desperately trying to mentally induce the state for a healing coma to set in – thereby lowering not only his core body temperature, but also his the rate of his heartbeats to a level where Jefferson would assume that he was dead.

"Shh…" the Jefferson whispered directly into the Professor's ear as the Timelord's breathing slowed into shallow breaths, "Just embrace it…Finish the job."

The Professor's eyes slowly flickered shut as the Timelord drifted into a healing coma; hell bent on either recovering fast enough to warn Chloe and Max or in the absolute worst case scenario, tear Jefferson limb from limb in revenge.

 **Author's Sidenotes: And thus concludes Act 4 and Chapter 23! How about that for a late twist? Hopefully you all enjoyed this chapter and are eager to see how events unfold in Act 5 "Bad Wolf"!**

 **As always, follow/favourite this fic if you're liking it so far and please leave a review with either feedback or just general thoughts!**

 **See you all next week in Chapter 24! Act 5 is set to begin with a bang!**

 **\- CAS2109**


	25. Supercell

**Author's Fore-note: My sincerest of apologies for the significant delay in the release of this chapter. There are several reasons for this, all of which I will go into the Sidenotes at the end of this chapter. Needless to say this fic is alive and well and I will be endeavouring to finish it over the coming month or so. But aside from that, I give Chapter 24 "Supercell", enjoy!**

* * *

 **Act V – "Bad Wolf"**

 **Chapter 24 – "Supercell" –** **Arcadia Bay, Oregon, United States of America – Local Time Unknown, 11** **th** **October 2013**

Max's eyes fluttered dreamily, her head drooping over her right shoulder as she continued to drift in and out of consciousness. Memories from before she'd blacked-out wandered through her mind, most of it was hazy – be it the still-memory of her phone's camera light illuminating the insides of the barn or the sharp pinch she'd felt in her neck before she had blacked out a few seconds after walking through the large barn door.

Max cringed as her neck flared up in pain at the memory, her eyes opening momentarily before she forced them shut as a result of the onslaught of harsh white light that assaulted her vision.

"Chloe…" Max murmured as her head rolled onto her other shoulder, becoming increasingly aware of a pronounced ringing in her ear that caused her to grimace in discomfort.

Taking in a pained breath at the newly-found discomfort, Max quickly found herself coughing as her throat became irritated at the heavy smell of bleach that seemed to hang in the air and after a few seconds of prolonged coughing, she finally managed to get herself sitting upright, albeit with her head once again resting on her right shoulder.

"What!?" a bewildered Max almost yelled as she opened her eyes and, after a few seconds of adjustment, quickly discovered that both her hands and feet had been bound to the chair she was sitting in, "Where am-"

She looked up as her heart fell at the familiar sight before her.

" _The Dark Room_ …" Max whispered, panic starting to seep into her increasingly irregular breathing pattern as she continued to look around the room; the chair she was strapped to was on one end of a table, barely a meter and a half long, in the middle of the room, there was another chair on the other side of the table – Max wanted to scream when she saw who occupied it, "Wait... _Chloe_!?"

Max spent the next minute fighting desperately with her wrist restraints, only giving up when the effort resulted in a set of painful rashes along the edges of the restraints. She let out a quiet whimper as she looked around the room again; from what Max could tell, they were alone – and that scared her, where was the Professor?

"Chloe!?" Max screamed at the top of her lungs, her fearful voice catching in the back of her throat, as she frantically tried to get Chloe's attention so that they could think of a way to escape, "Chloe, can you hear me!?"

Max's screams for help echoed in the small room for a few moments, fading into nothing as the seconds dragged on. Much to Max's horror, Chloe remained unmoving – her head still rolled against her left shoulder, completely out-cold; Max sniffled back tears before trying to calm herself down.

"Okay…Okay…" Max whispered to herself as she sat back in the chair and began to look over the room in greater detail, looking for anything she could use to escape, "Think, Max… _Think_ …"

It was when she started to think that something started to eat away at the back of her mind, what if Chloe and the Professor were dead? What if she was actually going to die here?

The thought of that immediately forced the memory of Rachel, buried in a small ditch in the junkyard, to the forefront of her mind. She feverishly shook her head in disgust at the memory, forcing her mind to go elsewhere.

" _I am **not** going to d-die here_ ," She muttered under her breath in a panic as she willed Chloe to wake up; who knew how much time they had until whoever had put them here, most likely Nathan, came back?

" _I am not going to die here_..."

* * *

The junkyard was quiet, entirely still as the heavy dark-grey clouds began to hang indecipherably against the inky black night sky above. Trees swayed gracefully on the spot between the powerful gusts of wind that charged inland every few minutes from the bay area off the coast of the town.

 _Professor_ …

A pair of headlights appeared on the horizon; the shape of an expensive-looking car came into view moments later, a car which was fast approaching the junkyard along a backroad – moving around the town of Arcadia Bay altogether in an apparent attempt to skip the police blockades in the town centre.

 _ **Professor!**_

The car turned a corner off of the backroad, moving over slightly rougher ground as the junkyard grew ever closer. The car's headlights illuminated a series of signs, many of them directing the way towards the town, the lighthouse or the junkyard, as it continued to make its way along the side-road.

 _Professor? Seriously. Wake up._

A bump in the road threw the sole occupant of the car's trunk off the bed of the trunk, causing them to land on their back with a pained groan as they began to sluggishly move, albeit with their hands bound behind their back.

 _Any time before the heat-death of the universe_ …

The Professor groaned quietly, grimacing as his ears rang out with a dull monotonous tone; he blinked a few times and squinted to see in the cramped confines of the car's trunk. It seemed like he was on his left shoulder and facing away from the middle of the trunk; a position which wasn't at all comfortable to say the least.

 _About time…I never thought about how long it took us to wake up…I can see why…_

The Professor blinked at the ominously distorted male voice which was seemingly getting closer to him each time it spoke, the lightheaded sensation he was feeling, coupled with a raspy cough brought on by his healing chest-wound, didn't help either. He froze, the lone but not-so-distant memory of Nathan Prescott shooting him in the back before he could finish off Mark Jefferson forcing itself to the front of the Professor's mind. He swore under his breath, no way was he going to let that son-of-a-bitch best him agai-

 _Listen, sorry to interrupt I'd rather you didn't get too caught up on the situation…_

The Professor blinked again, the thought of revenge briefly vanishing from his mind as he turned his head slightly to get a better view of the section of the trunk hidden behind his shoulder; where was that voice coming from?

"Hello?" The Professor asked groggily into the darkness, wriggling his hands behind his back to try and loosen whatever super-tape he'd been bound with; gasping slightly at the effort as the tape not only pulled away at the skin around his wrist, but also irritated his gunshot wound further.

 _There we go, perhaps we can get started…_

The Professor squinted his eyes again in a vain attempt to try and locate the source of the voice, only to have the effort be in vain as the painstaking effort to look over his shoulder resulted in both a grandiose view of nothing and another raspy coughing fit; which in turn led to another coughing fit before the Professor could regain control of his breathing.

 _You need to control your breathing and stop moving…_

The Professor entirely ignored the voice this time as he turned back onto his side with a heavy grunt, letting out a ragged breath as he tried to remain conscious, even the simple effort of trying to keep his eyes open was physically taxing for him.

 _Professor…Focus please…The last thing we need is for you to go into shock._

That was the moment the Professor froze, he was not only definitely alone in the trunk of the car; but he'd definitely heard where the voice was coming from now: deep inside his own head.

 _Right. We've got minutes now, literally minutes…So if you could_ _ **focus**_ _, that'd be great…_

The Professor's lungs emptied themselves violently with another coughing fit as his eyes ran around the trunk in panic and it was only when the car hit another pot-hole in the road did the Timelord regain his senses and take, albeit painfully, a deep breath. Exhaling deeply, the Professor attempted to get his breathing rate down and listen to the voice as it spoke again; though the voice itself remained noticeably distorted even as he attempted to focus on it. To his surprise, the voice sounded incredibly familiar.

 _Right. We – well you specifically – do not have a lot of time._

When he went to verbally ask what the voice meant, the Professor not only never got to open his mouth; but was quickly shouted down by the voice as it became more and more impatient.

 _Don't talk. It helps us if they think you're still out of it…_

The Professor blinked at that, now listening to the authoritarian voice inside his head…Had he completely gone insane? In hindsight, he'd had it coming for a long time. The voice didn't answer that question, instead choosing to continue droning on about what it wanted the Professor to do.

 _Just nod or shake your head to reply…Do you understand?_

He nodded slowly, still unable to place where he'd heard the voice before.

 _Right well. Unfortunately, we've wasted a lot of time because of your snooze. However, we do have enough time to get you - well us - out of this predicament…_

The voice trailed off at the end of its sentence, seemingly contemplating its next words carefully before it spoke again.

 _Okay. So, all you really need to do is try and get my – your – screwdriver out of your pocket._

That was the moment that the Professor inwardly kicked himself as the realisation hit him square in the jaw; that voice he'd been hearing was his own.

 _Pocket…Tick tock._

Grudging complying with the voice's request, the Professor shifted along the bed of the trunk back onto his side, trying to angle his hands in such a way that he'd be able to reach the suit pocket on his trousers which contained his screwdriver. In the process of doing so, his hands brushed each other; causing the Timelord to grimace in both surprise at how cold his skin still was, in-fact it felt like ice crystals had formed on his skin – which was unusual considering how long he'd been out cold for.

"So, I'm guessing you're speaking from the future…" the Professor asked as he forced his right hand into the pocket which contained his screwdriver, "Care to elaborate why? We don't normally…" the Timelord gritted his teeth in concentration as his hand brushed against his screwdriver, "Do that kind of thing…"

The voice didn't answer for a few seconds, an incredibly unusual pause as it had typically responded quickly to his actions. Her ear twitched as the car seemed to decelerate and turn around a corner before it picked up speed again; the purring of the car's engine becoming steadily drowned out by the pattering of rain against the body of the car as it started to rain.

 _Let's just say all bets are off_ , the voice eventually replied, sounding far more distorted that it had been previously; there was now an unnerving scratchiness to the voice that made it almost painful to listen to, _We're almost out of time…Just get the screwdriver and adjust it to emit a chromodynamic flux when I give you the signal_.

The Professor ignored the scratchiness of the voice for now as he removed the screwdriver from his pocket and coughed again; the pain in his ribs subsiding for the moment. A gentle pattering of rain began to reverberate throughout the trunk, the intensity of the sound increasing quickly as time went on; suggesting that a large rainstorm was overhead.

The Professor's mind crashed to a halt, the thought of a storm looming in the forefront of his mind as the rain drowned out the sound of the car's engine. He strained his ears and picked out, much to his horror, the sound of the roaring wind, which was buffeting the trees on both sides of the road which the car was driving on, creating a deep feeling of unease in the Professor's stomach.

 _Okay, hate to chip in again_ , the voice chipped in again, sounding jut as raspy as it had been before; _But you have twenty seconds. Get ready._

The car, as if it had been prompted by the voice, began to slow down before completely stopping a few seconds later. The Professor waited in a tense silence, with only the sound of the torrential rain and howling wind outside to keep him company, until the sound of two slamming doors shook the vehicle.

A pair of muffled voices, almost completely drowned out by the wind, called out to each other as they worked their way towards the back of the car. Someone's hand slammed against the lid of the trunk, making the Timelord momentarily flinch as he tightened his grip on his laser screwdriver.

 _Okay…_ The voice seemed to hesitate for a moment before a sharp _click_ echoed through the trunk, revealing that the trunk had been unlocked, _Now._

The Professor's thumb activated the screwdriver as the trunk opened, blinding him instantly as what seemed like a waterfall drenched him in seconds. The roaring coming from the nearby trees then proceeded to deafen him as someone's hands wrapped themselves around his ankles and pulled him out of the boot, causing him to land on the muddy ground below with a winded cough.

"For fuck's sake, Nathan, can't you do _anything_ right!?" came a familiar voice from nearby, The Professor's mind quickly identified it as Jefferson's voice, despite the wind distorting what he was saying rather considerably, "Pick him up! Hurry!"

The Professor's body was tugged upwards now, causing him to drop his screwdriver; though as he was completely blinded, he had absolutely no idea where it had gone.

"I think he's still alive!?" came a second voice; most likely Nathan's, sounding more scared than confused.

"I highly doubt that, Nathan…" Jefferson almost laughed as the Professor was lifted away from the car and into the wall of rain which surrounded them, "I gave enough to kill a hor-"

The Professor didn't exactly see what had interrupted Jefferson, but he felt it before he heard it. A flash from roughly the direction they were walking to burned into the Professor's retinas and blinded him before a rolling wave of heat sent all three of them to the ground, the Professor too dumbfounded to do anything about it, but both Jefferson and Nathan started shouting as the deafening sound of thunder knocked the wind out of them.

The Timelord spent the next few seconds rolling around in the mud to try and get his bearings as the rain continued to relentlessly pelt him like a swarm of razors, another flash of lightning landed somewhere just outside of his peripheral vision as he forced open his eyes; causing the Professor to slam his eyes shut again as thunder boomed over the area.

"Forget about him!" came Jefferson's increasingly distant voice as the thunder echoed throughout the bay, "We'll be back in the morning when this storm pa-"

Another fork of lightning struck the junkyard, this time striking the area close to Jefferson's car, which was parked next to the rusted school bus; Nathan's panicked screams which followed were silenced by the slamming of the front doors on Jefferson's car as the older man pushed the squealing teenager inside the car before throwing himself into the driver's seat.

The Professor barely caught sight of Jefferson's headlights as the car barrelled out of the junkyard, narrowly missing another fork of lightning as it turned a corner to get back onto whatever side road it had previously been on. The Timelord forced himself to his feet, fighting the powerful gusts of wind that buffeted him as the voice returned, laughing manically, in his head.

 _Weather manipulation…Easiest trick in the book. Now you better get movi-_

The Professor grimaced as the voice was cut off by an ominous guttural roar, pausing for a moment he rubbed the rain from his eyes before looking skyward; he froze at the sight of a storm supercell which was hanging above the town. Even against the dark early morning sky, the effects of the powerful winds within the supercell were more than apparent as the entire cloud formation lurched in a circular motion; lit up by the occasional lightning flash from within the cloud itself. The Timelord knew what was certainly coming next and it all of it meant only one thing.

They were out of time.

* * *

 **Author's Sidenote: So, hope you enjoyed the opening of Act V! Apologies if it seems a bit on the short side; this seemed like the most natural place to end this chapter.**

 **This act in particular was rewritten, as far as plot-points go, at least three times before I was satisfied with how everything went. And even as I write this, I'll admit that I've still not entirely nailed down how I want the ending to go, and if it comes down to it I may put it up to a vote because I honestly cannot decide at this point in time. But the aforementioned re-writes are the primary reason this act and particularly this chapter were delayed so heavily; now that I have 90% of the issues I had now ironed out, I expect to have chapters written on a fairly consistent basis.**

 **As always if you've liked the chapter and are enjoying the story, please favourite/follow and leave a review with your thoughts. I'll see you all in the next chapter, which I hope to have uploaded some time in the next two weeks.**

 **Thanks again for your support for this fic and not giving up on it!**

 **\- CAS2109**


	26. On The Clock

**Chapter 25 – "On The Clock" –** **Arcadia Bay, Oregon, United States of America – Time Unknown (Approximately 06:30AM), 11th** **October 2013**

The Professor kept his eyes fixed on the rotating storm cloud above the bay, his eyes tracing the massive circular formation as it was illuminated by the occasional flash of lightning. As big as the storm cloud seemed, the size of it was irking the Professor in a strange way; he'd expected it to be _a lot_ bigger – especially if he took into account his peculiar premonitions of the storm several days earlier.

The Timelord remained in place, swaying in the stormy breeze like the trees around him, as he nurtured his still-healing gunshot wound and glanced over the key features of the storm. Going off what he knew about Earth-native weather and pressure patterns; this storm in-front of him, while undeniably large, would be incredibly lucky if it set down an EF2 tornado – not that an EF2 would last very long in the waters of the bay – let alone a tornado like the one he'd seen.

A low rumble followed a flash of lightning which cracked through the clouds above the Professor, before another far more powerful flash tore through the air above him and struck a tree close to the junkyard; splitting the tree almost perfectly up the centre of its trunk before the tree simply collapsed under a hail of cooked splinters.

The Professor stood like this for a few more seconds, eyeing the distant storm cloud with his expert eye, before turning on his heels and walking in the direction of his TARDIS as a single thought continued to echo in his mind with growing clarity; something wasn't right.

He arrived at his dormant TARDIS around thirty seconds later, having little trouble finding it despite its almost jet-black exterior being coated by the torrential downpour of rain. As he put one hand on the TARDIS door, he cast a final glance over his shoulder at the storm looming above before pushing on the door and stepping into the cool interior of the TARDIS control room.

The room itself was formerly completely dry, with the sudden opening of the door bringing with it a drastic influx of rainwater which pooled around the door as the Timelord stepped inside and closed it behind him. The Professor sighed as the howling wind became noticeably muffled after he'd shut the door; he craned his neck up to look over the various pieces of dim stand-by lighting which adorned the walls and roof of the control room before beginning to hastily walk towards the central console.

The Professor wasted no time in rebooting the TARDIS' power systems – after all the on-board power grid was more than overcharged due to his lengthy absence – and resuming the scan he'd started the previous day. The screens on the console itself came to life as the entire room was illuminated in a powerful light; a deep rumble emanating from deep within the TARDIS itself shaking the control room a few moments later.

"Right…" The Timelord muttered under his breath as he pulled one of the screens on the console towards him, " _Right, right, right_ …"

The Professor's eyes narrowed as he began looking over the screen, a sequence of rotating Gallifreyan text depicting an increasing percentage stared back at him now that the scan had resumed; flickering slightly as he tapped the sides of the screen with growing anticipation.

Once again, a thought started to burrow its way to the forefront of the Professor's mind – the scan was progressing _way_ faster than it should have been.

"That's not right," The Timelord murmured, briefly resting his palms on the edge of the console before scratching his cheek with his right hand, "This scan shouldn't be-"

As if to cement the Professor's confusion, the screen flickered again before the scan promptly finished; flooding the entire display with warnings. Furrowing his brow in both confusion and concern, the Professor glanced over each of the warnings; each of them noting excessive temporal instability throughout the entirety of the Bay – most notably in two highlighted areas.

The Timelord's eyes wandered to the nearest highlighted area and he felt his hearts sink; the temporal instability was originating from a point several meters underground, beneath an old barn just outside of town - the Prescott's old barn, the exact barn which housed the Dark Room he, Chloe and Max had uncovered the previous day.

Somewhat unnervingly, the Professor's gut had the feeling that the instability was there for a _very_ particular reason. He scratched his cheek in thought as he eyed the temporal fluctuation beneath the barn; if there was ever a place for Max to be, that was it.

Needless to say, the small amount of relief the Professor felt for finding Max so quickly was massively outweighed by the horrific realisation of where she was and what could be happening to her - the brief mental flashes which shot through his mind about what had happened to Rachel Amber didn't help much either.

The Professor's attention was then drawn to the more remote of the extreme readings, purely out of a desire to distract himself from the thought of someone else suffering the same fate as Rachel; seemingly located deep within the waters of the bay, the pocket of very abnormally high instability was both expanding and contracting rapidly in quick succession. The was something which made the Professor nervous, mainly because such activity was a common precursor to the formation of a highly destructive and unstable temporal rift - which were many times larger than the one he'd been able to close in the junkyard.

The Timelord chewed on his upper lip slightly as he continued to read over the scan of this unstable rift, one thing was clear; if this rift in particular was allowed to stabilise, the town would surely be completely destroyed.

Such a result was absolutely unacceptable.

The Professor's attention immediately snapped to that of the storm cloud moving above the Bay. The only chance he had to prevent the rift from stabilizing was for the storm cloud to drop a powerful EF5 tornado right on top of the rift; unfortunately, his TARDIS' scans of the cloud revealed that the Professor's hypothesis had been correct - it would be nothing short of a miracle for the storm to drop anything more powerful than an EF2.

The Professor's thoughts grew quiet as the realisation of what he had to do began to dawn on him; his mental silence permeated by a lone memory as he bowed his head slightly towards the screen.

" _All of this! It's all your fault!_ " The haunting accusation from the Professor's premonition of the storm several days ago rang out in his ears as he looked up and continued to stare at the readings on the display; each passing second only serving to muster up feelings of dread.

The Professor's ear twitched as the rumbling of thunder briefly shook the control room, he didn't have a lot of time life judging from the reading in front of him so acting quickly was his top priority.

 _So, quick options tally, shall we?_ The Professor inwardly mulled, his thoughts grim as he glanced from one reading to the next, his brief reading sessions becoming punctuated by increasingly frequent thunder; _We either stand back and let the rift tear the town apart, riding out the temporal explosion from in here as it destroys whatever is holding the temporal lock together and I survive._

The Professor's head swayed from side to side gently as he thought the action through; not exactly wanting to abandon his train of thought midway however, he continued; _Or option two: I artificially increase the severity of the storm and delay the formation of that rift; thereby letting a tornado tear the town apart until I can figure out a way to close the rift and shut down the temporal lock._

The Professor remained silent for a few seconds longer before looking directly at the control console, "Not the best choices really…"

The console chirped back incessantly, the action resulting in a sigh from the Timelord as the room's lights flickered for a brief moment.

"Oh no, _please_ ," The Professor groaned as he stepped back and leant on the railing which surrounded the central platform before looking at the ceiling of the control room, his words coated with pronounced sarcasm as he continued, "Keep piling on the pressure sweetie, _I do so love it_."

The room was silent once again, with only the idle humming of the TARDIS itself filling the room – occasionally joined by the powerful thunder outside – and the tapping of the Professor's fingers to offer the Timelord's ears company.

The Professor chewed on his lip slowly as his mind became hesitant to make a clear choice on how he should proceed with the two options facing him, especially considering he'd become increasingly reluctant to put innocent lives in the firing line – no thanks to the slaughter he'd both directly and indirectly played a part in during the Great Time War. Though he knew that indecisiveness now would only spell doom, he had to act.

The Professor yanked open a section of the console and tinkered with its inner workings quickly before reinserting the panelling and activating a series of mundane-looking switches and dials. Several seconds later the lights in the room brightened towards the centre in a moving cascade before cutting out for an instant, the sound of several nearby thunder-strikes soon reverberated through the doors into the control room.

The Timelord chewed on his lip slowly at the sound of the storm outside quickly picking up in severity, "Right…" he muttered, tapping his fingers half-heartedly on the console as he looked around the room, "Now I've done it…"

With that his eyes were drawn back to the display and hovered over the first readout he'd observed; Max was definitely still in danger.

* * *

Jefferson had borderline stumbled into the bunker almost five minutes ago, catching Max in the process of forcing her way out of her restraints. While Jefferson hadn't commented on what had been a terrifyingly heart-stopping experience for Max, he had forced her to endure five minutes of absolute hell as he removed Chloe's barely-unconscious body from her chair and proceeded to arrange her limp form around on the pristine white floor and take a variety of sick pictures.

"But considering you're about to die…" Jefferson's voice, almost at her ear, ripped her away from the brief and tortured memory; making her unclench her fists briefly as she looked up at the fanatically smiling and to-the-eye unhinged Mark Jefferson, "Concern for your friend almost seems like a first world problem…"

"N-no…" Max whimpered as her mind snapped into action, though her voice one of pained resignation as she came to realise that Jefferson was beyond reasoning with, something the deranged man quickly noticed as Max briefly wrestled with her restraints once more.

"There's that fear…" Jefferson's smile pierced Max's spirit as if it were a dagger, quickly filling her with dread as her former teacher stood up and glanced between Max and the barely conscious Chloe, who was still sprawled out on the floor in a pose similar to that of Rachel in one of Nathan – no Jefferson's – twisted photographs.

"Oh Max," Jefferson's voice grew soft as he rubbed his gloved hands together, everything about made Max's skin crawl, "It's been an honour working with you in these final sessions…But I have work to do…And one final shot to get," Jefferson's smile vanished and the same demeanour from before returned, he looked over his shoulder at Nathan – who had been silent since his arrival in the Dark Room – and pointed at the trolley in the corner of the room.

Max shook her head slowly at Nathan, "N-Nathan!" her pleading voice ringing in the boy's ears, causing him to hesitate for a brief moment before Jefferson snapped at him.

"Hurry the _fuck_ up!" Jefferson's pointed voice made all in the room flinch, he quickly advanced on Nathan; grabbing him by the shoulder and throwing him in the direction of the trolley, almost making the boy fall over it, "Can't you do _anything_ right!?"

Nathan wordlessly hurried over to the trolley and gathered the necessary sedative before attempting to fill up a syringe with it, his shaking hands making such a task nearly impossible. He dropped the syringe, the smashing glass making Max flinch as Jefferson took a very loud breath before growling something at Nathan under his breath and throwing the boy out of his way.

The lights in the room flickered as Jefferson picked up a second syringe, causing Max and Nathan to look at the ceiling in confusion as Jefferson himself turned around inquisitively.

"What was that?" Nathan almost shouted in a panic as he took a step towards the divider curtain.

"Relax…" Jefferson replied, not bothering to hide his amusement, "It'll just be the storm…"

A second passed before the lights flickered again, this time accompanied by a pained groaning noise, causing all three of them to look at one of the lights in the centre of the room in concern; with Max praying that the distraction would last long enough for her to bullshit her way to escaping Jefferson's clutches in one way or the other.

"Nathan?" Jefferson called quietly as the noise subsided, beckoning the teenage boy closer to him as the two of them eyed the ceiling, "Go check on the car…I want to be out of here quickly if that barn sounds like it's going to come down on top of us…"

Nathan wordlessly obliged, disappearing beyond the divider curtain, leaving Jefferson alone with Max and Chloe as Max slowly felt the fear from earlier set in once more. As if to cement that point, Jefferson turned around with a full syringe in hand and started to cross the distance between the trolley and Max, stepping around Chloe's prone form as he began to loom over her.

"Don't worry," Jefferson whispered in Max's ear as he pushed her head to the side, "This final dose won't hurt…"

Max's heart pounded in her chest, there had to be something – anything – she could do to stop this.

The thought came to here as Jefferson's hand rested on her neck, she widened her palm and willed time to reverse with every ounce of strength she had left inside of her.

* * *

The entire control room seemed to explode at the same time as the Professor made the final adjustments for landing in the close confines of the Dark Room beneath the barn; catching the Timelord somewhat off-guard as the initial shower of sparks which flew out form the main display on the control panel forced him to the ground with his hands covering his face.

The Professor's head clashed with the Gallifreyan steel grating that made up the central platform, sending his world into a blur as an angry looking string of red Gallifreyan text wormed its way over the large display on the control room's far wall.

Letting out a prolonged groan, the Timelord rolled himself over onto his chest as the entire room shook around him, "Yes, sweetie…" he muttered as he forced one arm skyward to grab a hold of the rim of the control console, "Yes, very bad…Of cours-" the Professor interrupted himself with a grunt as he pulled himself back to his feet; dusting himself off quickly as another volley of sparks landed on his hair and clothes, "But if you could stop throwing a temper," the Professor's hand launched out on instinct and wrapped itself around a rapidly spinning control dial on the helmic regulator, "Tantrum. Then," the same hand quickly shot across a number pad as he redirected a dangerous build-up of energy in one of the TARDIS' engines, "All involved could have a much," The Professor's other hand brushed against the space-time throttle and eased it down two notches with expert care, "MUCH. Nicer ti-"

The Professor's remark was interrupted by another blast which tore open a panel on the other side of the console as time appeared to hitch for a slight moment.

* * *

Jefferson was across the room again, but as soon as he'd returned there, he was looming over her again – hand brushing against her neck as her head was pushed to one side. So she rewinded again, and again, again and again. Hoping that someone, anyone, would come to her aid.

"This final dose won't hurt," Jefferson's words echoed in her mind for what seemed like the hundredth time as she rewound time again; feeling another nosebleed start to come on as she saw everything play backwards once more.

Was this really what this week would come down to? With Chloe and her dying in a room no-one would ever find in the middle of nowhere outside of Arcadia Bay? Max realised that refusing to rewind anymore and letting Jefferson kill her would effectively be committing suicide. As Jefferson began to approach her again, Max's eyes found the helpless ones of Chloe and her resolve hardened.

She wasn't going to die here. Chloe wasn't going to die here. She would play this five seconds over and over again until something changed which would let her escape – to the end of time if need be. Nothing would take Chloe from her again, of that Max swore.

As Jefferson loomed over her once more, Max prepared to rewind again as she felt the trickle of blood ooze out of her nose; only for an earth-shattering bang to thunder throughout the room, almost deafening her as it seemed to echo for eternity.

Jefferson staggered back, dropping the syringe as he covered his ears with his hands – shouting words that Max couldn't hear over the thunder. A great wind swept through the room, tearing up paper and knocking over the expensive lights in a plume of smoke and sparks as they crashed into the ground.

The entire room fell dark as the deafening thunder and raging torrent of wind ravaged the inside of the room; Max couldn't even hear her own screams as she was hit over the head by some of the lighter objects in the room which the wind had picked up. As the thunder started to die down with each echo, the wind got progressively stronger; carrying with it the same noise from earlier, a groaning only this time it was accompanied by an almost metallic thrumming. Soon Max found every sense overwhelmed and bewildered as the thrumming started to roar almost directly in her face as a bright, pulsating white light filled the room; brightening and darkening again in frequent intervals.

Then it stopped; the wind, the thrumming, the light, replaced by a deep thump-like sound which echoed in the room for the few moments before the lights turned back on; revealing the carnage inside the room.

The floor was covered in paper, with chemical spills covering the ground around the trolley in the corner – which had been upturned by the near-gale force winds, most of the drawers and cupboards had been torn open and the paintings had been ripped from the walls – even the expensive computer at the back of the room hadn't been spared; its monitor now resting on the floor with a shattered screen.

Chloe was more or less where she had been, although she was now curled up in the foetal position and shaking slightly; Jefferson was close to her and was also close to the ground, crouching with his hands covering his head. Jefferson's hands lowered slightly and he raised head to look first at Max and then the rest of the room, his eyes quickly resting on the one new addition to the Dark Room since the lights had gone out. An addition Max knew all too well.

Max cracked a smirk at the smoking, tall black box which now occupied the centre of the room; her breath catching in her throat as the door popped open and Jefferson's jaw dropped.

"Sorry I'm late," The Professor declared through the opening in the door before revealing himself; half-smiling with his hair and clothes still releasing a gentle trail of smoke behind him from all of the sparks, "Traffic was a nightmare…"

As the Timelord spoke, his eyes fell on Max and Chloe in quick succession, though his playful tone didn't change; his facial expression told a whole different story entirely.

His eyes then fell on Jefferson, and for that sole moment when the two shared eye contact; Jefferson might as well have been staring into the eyes of a god.

The Professor clenched his jaw as he looked down at the man, he opened his mouth slowly, his eyes picking Jefferson apart piece by piece as he let out a slow – almost growling – breath, " _Miss me_?"

* * *

 **Author's Side Notes: Oh my god, you have no idea how unbelievably ashamed I am of how long it took to get this tiny chapter finished (THANK YOU SO MUCH FOR YOUR PATIENCE). Mainly because of one scene in particular (which has since been deleted as there was absolutely no way I could make it work without at least one person seeming out of character - it was bad). But now that this Chapter is out of the road, we now have just three chapters left now before this story is completed! (Yay!)**

 **However since I've taken so long to put this up (again, very, VERY, VERY sorry for that) I now have university coming up, so I will have to pace myself quite a bit when writing the rest of this fic. I will try to get the next chapter up as soon as I possibly can although I cannot give a precise time right now (it could be a few days or a few weeks depending on how busy my course gets).**

 **Anyway, until next time please review with your feedback on the story thus far (either through the official reviewing box or through a PM) and if you're liking the story thus far please favourite/follow.**

 **\- CAS2109 Signing Off**


	27. The Storm

**Chapter 26 – "The Storm" – Arcadia Bay, Oregon, United States of America – Approximately 07:40AM, 11** **th** **October 2013**

Mark Jefferson looked up at the furious Timelord, eyes full of disbelief as they darted from the darkness-wrapped man standing above him, to the open TARDIS behind the Professor, which was bleeding light into the room from over his shoulder, to the restrained Max Caulfield and out-cold Chloe in the corner before returning to the Professor quickly.

"But," the man spluttered as he looked the Professor up and down in denial, "You were dead! Nathan shot you!"

The Timelord scoffed at the remark as he retrieved his laser screwdriver from his pocket, "Takes more than that to kill me," he paused as he ran his eyes along the length of the screwdriver before returning his powerful glare to Jefferson, his ears twitching as he heard footsteps descending the stairs to the entrance around the corner, "You _humans_ on the other hand; oh so fragile…"

Jefferson pedalled backwards on the floor at the Professor's remark, pushing himself along the floor towards the wall as he glanced between the TARDIS and the rapidly advancing Timelord, " _What are you_?!" he bellowed at the approaching man, fear pouring from his voice.

"What I am is of no consequence for you," The Professor coolly informed Jefferson as he gave him a moment of pause, his voice remaining level as he looked the fear-stricken man over with a cold smile, "But of course, that question is so typical of humans, always so slow…" he looked at Max slowly, who was eyeing what he was doing with interest and eyeing Jefferson with disgust, "No offense Max," the girl didn't seem to notice the comment, "The question you _should_ be asking is ' _what are you going to do next_?'"

Jefferson's hand started to grasp at the shelves to his right, desperately trying to reach for something; an object that the Professor quickly identified as a pistol despite the darkness which cloaked that area of the room.

" _Now, now_ ," The Professor sighed as he levelled the screwdriver at the floor-bound man, flicking out the prongs at the press of a button, "Let's not do something you're going to regret, _hmm_?"

Jefferson's hand stopped moving barely an inch away from the weapon as the man eyed the peculiar device in the Professor's hand, the Timelord watched the man carefully and noted the moment that Jefferson looked _past_ him at someone.

The Professor shot his arm backwards and glanced over his shoulder; quickly finding the figure of Nathan Prescott, who was levelling his own gun at the Professor with a shaking hand and a look of disbelief on his face. The boy looked at Jefferson, with the small twitch in the boy's eyes from the movement serving as the only cue that the Timelord needed.

The Professor fired the screwdriver at the wavering teenager, striking him in the centre of his chest with the green-coloured discharge of the screwdriver. The beam's impact not only stunned the boy and rendered him unconscious, but also sent him flying back into the shroud of darkness and out of sight; where he landed with an unmistakeable crash a few seconds later.

Before Nathan had even been knocked off of his feet however, the Professor spun on the spot and identified Jefferson's hand wrapped around the stock of his pistol – which was now almost aligned with the Timelord's upper body. The Professor's leg shot out and kicked the pistol up and out of Jefferson's hands, causing the weapon to discharge a single round into the ceiling with a deafening crack which made all in the room aside from the Professor flinch.

At around the same time that Jefferson cried out in pain from the strike, the Professor's free hand wrapped itself around Jefferson's throat and forcibly lifted the man to his feet before the Timelord sent the man to the floor again with a kick to the groin. The Professor didn't give the man any respite as he pocketed his screwdriver and grabbed Jefferson's throat with both hands before lifting him up again, only to deliver a pair of punches to his gut.

Jefferson let out a pained cough as he doubled over, whimpering as the Professor's hands grabbed his throat again. The Timelord pulled him upright before gazing into his eyes with a righteous fury for what was only a second, though for Jefferson it seemed like hours as he waited for the next blow.

He never felt it as the Professor's eyes shifted in the direction of Max and then shot back towards him before a quick punch to the temple sent Jefferson spiralling to the floor unconscious.

The Timelord stepped back from the motionless prone Jefferson and let out a deep breath as he brushed his hands together before turning on the spot and briskly walking over to Max, who was wearing the most satisfied smile that she could in her state.

"You okay?" The Professor asked quickly as he began removing the tape which forcibly bound Max to the chair, glancing at her in concern.

"Much better now that you're here," Max replied with a small but uneasy chuckle as she glanced over the Professor's shoulder, "I-I don't think your timing could've been better there…"

The Professor looked back at Max, " _Well I do my best_ ," he added with a sly grin before he started removing the tape which bound her feet.

Max's voice hitched as she looked at Chloe, who was stirring again, now that the Timelord had dropped down out of her sight, "I-I think h-he was g-going t-"

The Professor's index finger re-appeared, "Don't," Max felt the pressure binding her left leg to the chair disappear as the Professor removed the tape, followed by the right leg in rapid succession before the Professor stood up again, "Don't think like that; it's the last thing that should be on your mind right now…" The Professor freed the remaining limb from the chair, causing Max to sigh in relief as she clenched and unclenched her fists, "Can you walk?"

Max nodded her head slowly before she pulled herself out of the chair and stood up for the first time in what must've been hours. She looked around the darkened interior room as the shape of the Professor turned around and started freeing Chloe from a similar system of restraints; her eyes wandered around the room, the room that a part of her was certain that she'd die in, until her eyes fell on the unconscious Jefferson, a tickle of blood seeping from his mouth.

Max turned to face the Professor as he freed Chloe and lifted the girl over one of his shoulders, holding her there securely before he turned around and faced Max.

"Is he still alive?" The brunette asked as she nodded in the direction of Jefferson.

"Unfortunately so," The Professor remarked with a frown as he began to walk back towards the TARDIS, glancing over his shoulder in Max's direction as he spoke, "As much as I'd love to inflict some Gallifreyan-style justice on him in the form of various classes of disintegration, I feel that it would be rather out of place of me to supersede the local justice system…"

Max didn't reply, instead just looking at the floor for a few seconds as the Professor entered the TARDIS hurriedly and sat Chloe down on one of the seats before he reappeared outside and looked at Jefferson cruelly.

"We'll be back for him, don't worry," he smirked as he leaned on the doorframe and twirled Max's camera bag by the straps with his free hand, "But we've got work to do right now," he nodded towards the interior of the TARDIS, "C'mon."

"W-what if he wakes up?" Max asked quickly as she look at both the Timelord and Jefferson, "Destroys the evidence and runs?! All of this will have been for nothing!"

The Professor chuckled quietly, drawing the angry gaze of Max as the teenager thought that the Timelord wasn't taking the situation seriously; upon seeing this look, the Professor again nodded over his shoulder towards the control console behind him, "Time machine, _remember_?" he cocked his head as the sly grin, "It'll be as if we never left."

Max was silent for a few moments, mentally kicking herself for literally forgetting the 'T' in TARDIS, she tried to sweep the whole thing under the rug with the casual shrug she gave the Timelord as she slipped on her camera bag and brushed past him, entering the control room of the Professor's TARDIS; once again taking in the scale of the impossible room.

"Let's get this show on the road," The Professor muttered with a smirk as he closed the doors and advanced on the console in the centre of the cavernous control room, he glanced at Max as his hand hovered over the Time-Rotor Handbrake, "I imagine you must have a few questions before we leave."

"W-what happened?" Max asked as she looked between the Professor and Chloe, "I-I don't remember," she trailed off for a few seconds, "How did he get your phone?"

The Professor quickly broke eye contact with her, instead looking at his hand – which was placed firmly on the edge of the console, "I…Uh," The words eluded the Timelord for a moment, "Got…overconfident," the Professor looked back at Max, "I waited at the bunker until Nathan showed up, which he did," The Professor nodded towards the door, "Never banked on Jefferson turning up until he was standing in the doorway with a loaded gun pointed at me…"

Max's eyes fell to look at the floor, "Oh," she squeezed her hands together nervously before looking back at the Professor, "Thanks…For s-saving me and Chloe back there…."

"You _really_ won't be thanking me in about five seconds," The Professor muttered as he gave the girl a knowing look and began to tug back on the brake; as he was about to release the brake altogether, his eyes shot towards the only occupied seat in the control room, "How long have you been awake?" the Timelord asked with a smirk.

"Long enough to know that Fuckerson is now at the top of my shit-list," Came the dangerous reply from Chloe as the punk sat upright on her seat, she rubbed her forehead slowly and sighed before looking at the Professor and continuing, her tone aggressive, "Thanks for the heads up on the whole 'Jefferson is a perverted psycho' thing, Spaceman."

The Professor's smirk died at Chloe's tone, but he didn't take Chloe's bait, "I assure you," he turned to face her, "Warning you about Jefferson was right up there with my issue with coming back from the dead," he paused briefly and glanced at Max, who had grimaced at the comment, "What?"

"N-nothing," Max said quickly, making the Professor frown as the girl started to rub her arm and avoid eye contact.

The Professor squinted his eyes slightly before relaxing them and turning around to face the console, " _Right_ …Normally I'd call your bullshit right there," he continued, briefly glancing over his shoulder to meet the girl's eyes, "But we've got a storm to kill…"

"Oh _shit_ ," Max and Chloe swore at the same time, the reality that today was _the_ day now hitting them in full force, "Do we know what caused it? Was it-"

"Yup," The Professor replied to the first question simply as he flicked a series of switches on the console, seemingly paying them no attention as he continued to adjust a series of dials.

"So what caused it then?" Chloe asked quickly as she stood up, with Max swearing that she added a muted 'asshat' at the end of her question.

If the Professor heard the remark he certainly didn't make it known as he glanced at the Time-Rotor Handbrake and began adjusting some settings on the Helmic Regulator, he looked at the two of them, "I did," he replied simply again, his tone seemingly downplaying the seriousness of his statement.

"You did?!" Max and Chloe bellowed at the same time as they shared a dumbfounded; it was Chloe, however, who went further, "Are you fucking _insane_?! That's what we've been trying to stop from happening!"

The Professor, again, didn't gave the punk the satisfaction in starting an argument, "I can assure you, if I hadn't started the storm you would be enjoying my company right now…"

Max raised an eyebrow in confusion, "What's that supposed to mean?"

"It means that mostly due to the frequent abuse of your time manipulation abilities," The Professor began as both his eyes and tone scaled Max, "The Temporal Lock that we're all stuck inside has entered its 'meltdown period'," the Professor now looked at them both, "So in layman's terms; if hadn't started the storm which is now raging out in the bay, we'd be ashes sitting on the bottom of a crater that stretched from here to as far as Portland."

A silence hung in the air as the Professor finished, with Max and Chloe sharing an uneasy look before turning back to face the TImelord; Chloe's face unusually apologetic, "So, uh, how do we get out of this one?" Chloe asked quietly.

"I'm still figuring that part out," The Professor answered honestly, turning back around to glance over the various readouts on one of the console's displays, which he had pulled around the console, "I'd need to actually _see_ the device that's emitting the temporal lock in person before I could come up with any ideas…" he chuckled for a moment, "Which is going to be rather hard to do now that said device is now not only at the bottom of the bay, but also buried under an EF5 tornado…"

"Hold up," Chloe interjected as she held up her hands, "So how are we even going to get there?"

"Same way I pulled your asses out of the fire," The Timelord continued as he pulled back on the Time-Rotor Handbrake and eased up the throttle; causing the entire room to shake ferociously, "Like this!"

Max stumbled as the TARDIS control room started to rock, staggering into Chloe as the Professor remained unmoved at the centre of the room, adjusting dials and control circuits like nothing was happening.

"It wasn't like this the last t-" Max was halfway through yelling before she was cut off by an eruption of sparks from the ceiling above her; the brunette screamed as she jumped out of the way.

The Professor held up a hand in Max's direction, not looking away from the screen as he spoke, "Try to keep down the noise, I'm concentrat-" the entire room jerked to one side, almost throwing Chloe over the central platform's railings as sparks flew out from the main console; the Timelord's hand came down hard on the console as Chloe regained his balance and the Timelord regained his balance, "Sweetie, behave!"

The Professor eased back on the Space-Time throttle, causing the intensity of the shaking to decrease slightly before he looked up at Max, "The localised element of the Time Vortex within the temporal lock is collapsing," he explained quickly, "We might as well try to paddle through butter, it'd be a hell of a lot easier to move through that than to move through the Vortex in this state…"

As if the punctuate his point, the entire room shifted violently towards the door, throwing Max off balance again as Chloe was thrown onto a seat, the Professor clenched his jaw as he flicked a series of switches; eyeing the display as he made the adjustments for any negative changes.

"You, uh…" The Professor murmured as he looked up from the panel, an explosion of sparks from behind him cut the Timelord off as he moved his hand back towards the handbrake, "You might want to hold onto something!"

The teenage duo nodded in response as they quickly braced against the nearest sturdy object – be it a railing or the control console itself. Max grabbed onto the control console just as the Professor jammed the brake into the console and pulled the throttle all the way back; the sudden 'deceleration' nearly throwing her over the console and into the Professor were it not for the equally violent jerk in the opposite direction which threatened to throw her under the console.

One of the console's displays, thankfully not the one the Professor was using, went black as its screen erupted in a shower of explosive sparks; an action quickly repeated by at least half of the lights in the room as another jerk threw Max to the floor. She coughed as the impact winded her, the edges of her vision ebbing with a dark hue.

The control room moaned in protest as the entire room began to recessively jolt up and down, with each passing second bringing the TARDIS closer to a complete stop. Then, after what felt like an eternity, the room stopped moving; with the only sound in the room being that of the strained, almost distorted, humming of the TARDIS control room.

"Everyone alright?" came the Professor's voice, though to Max he sounded incredibly distant, she shook her head – the action causing a painful ringing in her ears that made the girl wince.

Max felt herself being lifted to her feet, she quickly realised that it was Chloe as the two shared a few moments of eye contact, the brunette's eyes wandered down Chloe's body when she realised that the punk was gritting her teeth, quickly finding a burn pattern on her arm.

Chloe waved off Max's look of concern which followed as she gave Max a look that suggested that she was fine; but before she could protest Chloe's wellbeing, the Professor shouted again.

"Is everyone alright?!" his voice echoing around the control room as both Max and Chloe turned to look at him; Max was certain that his hair was literally smoking.

"Yeah, we're fine, Spaceman," Chloe replied as she gave Max's hand a reassuring squeeze before letting go, "I hope that's not what you call a 'good landing'…"

"Normally I wouldn't," The Professor replied as he ran a hand through his hair – yes his hair was literally smoking, "But considering we weren't torn apart during landing, I'll chalk this one up as a success…"

Max was contemplating what the Professor classed as 'torn apart' considering the state of the control room but decided to leave the question be as she followed the Timelord towards the control room's exit, growing increasingly aware of how loud the rain was outside the closer they walked towards the door.

The Professor paused a few feet from the door and closed his eyes before taking a deep breath and throwing the doors open; causing both Max and Chloe to gasp as they took in the ferocity of the wall of rain outside that met their eyes.

" _Holy shit_ …" Max breathed at the sight, with the thunderous downpour outside almost drowning out her words as the wind started to blow rain-water into the control room itself.

"Hope you girls brought umbrellas," The Professor quipped as he took a step outside, noticeably staggering as a gust of wind buffeted him where he stood, he turned around to look at the two teenagers still inside the TARDIS and then looked behind the TARDIS itself, his mouth making the tell-tall shape of a whistle which the wind masked completely.

Max looked for a few moments at the drenched Timelord outside before she looked at Chloe and shrugged, deciding to follow the Professor outside as she hung her camera bag over a nearby railing.

A decision she regretted less than a second after she made it.

It took less than a second for the unrelenting downpour of rain to drench her through to her bones as the initial wall of rain blinded her. She felt the Professor's hands steady her as she stumbled to the side as a powerful gust of wind nearly threw her off her feet.

Max wiped the rain from her eyes and blinked for a good five seconds as the rain and wind continued to knock her from side to sided. Eventually her vision cleared somewhat and she held up her hands to keep what little rain she could stop out of her eyes, she then turned to face the TARDIS and quickly noticed what he'd been whistling at.

The TARDIS was perched almost directly on the edge of a cliff, if they had landed any further back they'd likely still be falling-

 _Into the Bay_ …Max inwardly finished as a powerful beam of light soared over her head in an arc from somewhere behind her; the Professor's eyes glistened as the light caught them, causing the Professor to blink as he looked in the direction of what had to be the lighthouse.

"Funny how things come full circle," The Professor half-laughed, half-sighed as he began walking towards the lighthouse, Max and Chloe didn't initially follow him however as through Max's pitiful attempts to help Chloe acclimatise the wind as tried to replicate the way the Professor had helped her.

"Whoa…" Max and Chloe muttered together as their eyes traced the horizon of the rain-swept bay, only to stop as a trio of lightning flashes revealed the storm itself.

Max felt cold fear rush through her body at the sight of the towering mass of usurped water that was being lifted into the air by the powerful tornado winds, another lightning flash struck somewhere behind the main funnel of the tornado but the sheer size of the destructive showcase of nature's raw power simply swallowed the flash inside of itself, briefly casting a dark shadow over the land where Max and Chloe stood.

Max and Chloe exchanged terrified glances, "I-I don't know w-what to do," Max gasped, panic at the sight of the looming tornado started to set in; her petrified eyes continued along the coastline towards Arcadia Bay, the town was being hit by massive waves and at least three large buildings had already collapsed, "A-all of this…" she turned back to look at Chloe, who was wearing a serious look as she too looked over the bay, "It's a-all m-my fault…"

"Bullshit," Chloe swore as she firmly grabbed Max's shoulders and shook them, "None of this is your fault, okay?! You saved me!"

Chloe's words registered with Max, but the howling tornado behind the both of them reminded her how badly she'd screwed up; she was meant to fix this, but instead her actions had led to the Professor having to cause it. Now it was just the two of them, however, with the Timelord having vanished into the impenetrable rain wall a few meters away from them in the direction of the lighthouse.

"Then how do we stop this?" Max's voice pleaded with Chloe, as she fought back tears of both frustration and desperation; in the back of her mind she knew that an impossible choice was coming, the choice that Max had wanted to ignore was coming, the choice that was validated when Chloe removed a picture from her pocket – the same picture that max had given her on Monday.

"I-I think this is the only way," Chloe said, the hurt at the back of her voice beginning to fight its way to the forefront as she offered the picture to Max, "You have to go back and let…And let Nathan-"

"No fucking way!" Max yelled in protest, cutting off her best friend's suggestion as she pushed the picture away, she wasn't going to sacrifice Chloe after all they'd been through together; this wasn't how she wanted it to end.

"Max," Chloe continued as she looked at the tornado, " _Please_ …I don't want all of the people in Arcadia Bay to die because of me," her lip quivered as she spoke, "My mom doesn't deserve to die like this… _Please_."

Max's heart fell as she looked at the floor, the picture now in her hand, she looked at the picture as her hand shook. A few moments passed before Chloe took Max's hand in hers and held it tightly as she leaned in closer.

"All those moments between us this week," she continued, her voice almost a whisper as her voice trembled, "They were real and they will always be ours," Max looked up at Chloe as she spoke before reaching out for Chloe's face with her free hand and cupped the side of it, her skin was cold from the rain but still warm to Max's touch as her heart began to ache. Chloe blinked and the two shared a long, tear-filled kiss as the storm raged around them.

"I'll always love you, Max," Chloe whispered as she broke away and took a step back and wiped away the tears that had been filling her eyes the entire time, "Now do it," she looked down at the picture as her voice caught on the back of her throat, "Do it before I freak!"

Chloe backed away from Max and staggered in the wind as the rain began to pour down even heavier, masking her features as Max looked back down at the picture; she had to do this…

"-ld is that lighthouse?" Max heard a distant voice ask as she started to focus on the picture, only for a hand on her shoulder to shake her out of her daze with a yell of surprise.

Max was about to hit the person who'd interrupted her, only for her to look up and lock eyes with the Professor; who either didn't notice she'd been crying heavily or had chalked it up to the rain.

"How old is that lighthouse?" The Professor asked again, his eyes stern as he looked directly at Max, seemingly ignoring the storm altogether.

It took a few moments for Max to compose herself, "A-as old as the town, if not older," she looked back down at the photograph, the colours on which were starting to run as Max's grip on it loosened with the realisation that it was now useless trying to go back; her tone sank to one of defeat, "Why?"

When she looked back up at the Professor, he was wearing the largest smile Max had ever seen him with.

And in Max's current mood, that only made resisting the urge to punch him even harder.

* * *

 **Author's Sidenote: And that's us almost at the end of this long, long story. Buckle up folks, next chapter will be the effectively the final chapter, with a short Epilogue afterwards; though I can't specify a release date for either due to how busy I am right now (though if I take the same approach I'm using for my other story which I've just started, it'll be a week at most - here's hoping).**

 **See you all in the next chapter and as always please leave feedback as to your thoughts thus far.**

 **CAS2109**


	28. Lost in Time

**Finale – "Lost in Time" –** **Arcadia Bay, Oregon, United States of America – Around 08:15AM, 11** **th** **October 2013**

The Professor looked over the scene in front of him, his eyes picking out the distinctive black, water-filled funnel cloud of the tornado against the torrential downpour of rain behind it after each flash of lightning. The smile on his face was resolute against the harsh stinging of the wind-driven rain as it pelted his face; in-fact the Timelord would have even began to let out a laugh of delight at the plan forming in his head – if his eyes hadn't picked out the polaroid picture that was being slowly consumed by the muddy ground at their feet.

"What's this?" he asked through the howling wind with a concerned look as his eyes briefly glanced towards Max; the teenager didn't answer him, instead choosing to look at the thick mud at her feet and clenching her shaking hands into a fist.

The Professor returned his gaze towards the ground, where his eyes quickly picked up the distinct shape of the polaroid image once again. It was covered in running, spoiled colours due to the heavy rainfall and each passing second made it more and distorted. Though the picture itself was ruined beyond all recognition, both the way that Max's face trembled slightly when she looked at it and the way that the Professor suddenly felt instinctively uncomfortable when he looked at the picture gave the Timelord a foreboding mental red flag.

"You've just ruined our one chance to fix this!" Max yelled as the Timelord looked back up, her voice racked with grief and momentarily drowning out the sound of the rain, "Now everyone in this town is going to die!"

The Professor shook his head slowly and blinked the rain out of his eyes, his facial expressions betraying someone who was on the verge of snapping; he picked up the picture and stood back up to face Max, his hands caked in mud and running colours, "What did I tell you?"

"Prof-" Max stammered as her eyes shot to the polaroid before returning to the Professor, a sinking feeling suddenly hitting her as her reddened eyes widened, "Let m-"

"What did I tell you, Max?!" The Professor snapped as he threw the polaroid in the brunette's face, baring his teeth at her in a moment of fury, "What did I tell you?!"

Max froze at the Timelord's outburst, taking a step back as he advanced on her, "I'm sorry, I didn-"

"You saw what happened the last time you did this!" The Professor bellowed as he furiously shook the picture in his hand, "Do you have _any_ idea what you could have done?!"

"I was going to fix everything!" Max stepped back towards him, flimsily trying to push the Timelord away from her, "Chloe and I agreed that-"

"You and Chloe don't know jack about this kind of thing, Max," The Professor cut her off abruptly, pointing over the teenager's shoulder towards the tornado as he continued, "That temporal lock is in its meltdown period! The Time Vortex might as well not exist for the state it's in!" Max flinched as the Professor threw the polaroid image over the side of the cliff, " _Any_ changes, _any_ attempt to change the past _will_ kill _everyone_!"

"Professor-" Max tried to protest before a lethal glare from the Timelord quickly returned her to silence.

"TARDIS. _Now_ ," The Professor seethed as he pointed in the direction of the black box by the side of the cliff, "I'll take it from here."

"Wait a m-"

"Max, TARDIS," The interruption from the Timelord returned Max to silence, her shoulders rising and falling as she took a series of deep breaths before balling her fists and walking back to the TARDIS, as the Professor continued to shout in her direction, "And tell Chloe that if she even tries to cause trouble now, I'm just going to stun her ass and be done with it!"

Max turned around on the spot to shout back, only for the Professor to charge off in the direction of the lighthouse before she could speak. The brunette turned on her heels; though she continued to furiously glare at the Timelord before glancing at Chloe, who was standing in the doorway and visibly shaking as her eyes went from Max to the Professor as the Timelord vanished into the torrential rain.

Max looked at the ground for a few moments before a gust of wind nearly blew her off her feet, which only served to quicken her return to the TARDIS. As Max stepped into the doorway, the two shared a moment of eye contact, the meaning of which was not lost on Chloe.

"Wh-what happened?" Chloe said quietly, her voice barely audible above the wind; though the pain on her face as she turned to face Max was unmistakable, "Wait…Don't tell me that it didn't work…"

"I never got the chance…" Max muttered back, her eyes falling to the ground for a moment, "He stopped me."

"What?!" Chloe yelled as her eyes shot up in search of the Timelord, only to find nothing now that he'd been absorbed by the wall of rain outside, "That fucker!" Chloe snapped as she moved to push past the brunette, "We have to go after h-"

"Chloe," Max said gently, putting her hand on the punk's shoulder, "I don't thi-"

Chloe took off before Max finished, leaving the teenager alone in the doorway of the TARDIS as she watched the punk vanish into the rain, " _Fuck_ …"

* * *

The Professor had been standing at the base of the lighthouse for a good ten seconds, having found himself staring seemingly aimlessly up at the rotating light atop the lighthouse; his eyes almost forced shut by the unrelenting downpour of rain that continued to barrage the entire area.

"Oh come on!" The Professor shouted at himself over the wind in an attempt to remember exact details from his brief hallucinations of the storm as the beam of light from the lantern room began another sweep over the area, "This can't be all there is!"

"Wait…" The Professor muttered with widening eyes as he approached the door to the lighthouse, a numbing feeling starting to form in the pit of his stomach, "It can't be…" The Professor murmured to himself as he looked back through the rain at the towering structure before turning to face the distant tornado.

The Professor paused at the sight of the tornado charging towards the small coastal town before turning around slowly, his face hardening as he walked up to the door of the lighthouse and yanked on the handle, "Come on!" he yelled as the door refused to budge, "Open up, you son of a-"

The Professor trailed off abruptly at the distant sound of tortured metal; he spun on the spot, one hand still on the door handle as he looked over the horizon, which was now entirely dark with rain and only illuminated by the distant fires which had broken out across the small coastal town in the distance, and widened in horror as they picked out the feint shape of a fishing trawler through the rain.

"Shit!" was the only word to escape his mouth before the Timelord's hand shot into his pocket to retrieve his screwdriver before he levelled the device at the steel door and damn near blew it off its hinges with a blast from the screwdriver as the fishing trawler appeared from beneath the cliff-edge, hurtling through the air as if it were a light aircraft in a gentle breeze, before it collided with the lighthouse – hard.

The Professor threw himself inside the lighthouse as the terrible sound of screaming and twisting metal filled the air, drowning out the howling wind and rain in a crescendo of noise, as the boat collided with the side of the lighthouse; taking a good portion of the lantern room as well as most of the top have of the tower with it before it disappeared over the other side of the cliff where it landed with a thunderous crash as pieces of sharp metal rained down on the area – blocking door with debris as the collision brought down a few trees that fell against the doorway.

The entire interior of the lighthouse shook violently for a few seconds as the Professor kept his eyes shut and his hands wrapped protectively around his own head in case any equipment fell from the walls and landed on him. The Timelord let out a slow breath as the shaking began to subside, eventually pushing himself onto his knees before he opened his eyes to take a look around the interior of the lighthouse.

Most of it was bland, utilitarian, and unoriginal to look at – though the distinct lack of a roof had now formed a makeshift stream down the spiral staircase; as well as creating a _magnificent_ downwards wind tunnel that was almost strong enough to pin the Timelord to the floor.

Almost.

The Professor fought his way to his feet, staggering back against the wall for support, before his eyes fell to the floor and spotted a circular hatch on the floor which, to him, looked extremely out of place. Noting the bizarre feature in the room, the Professor dropped to a crouch and half-crawled his way towards it as the wind tried to push him back on his ass and keep him there.

After a few seconds of painfully slow progress, the Professor arrived at the hatch. He wasted no time in levelling his screwdriver at the flimsy lock and briefly activating the device; popping the lock open without so much as a second thought, the hatch promptly fell open from the force of the wind – revealing the room beyond.

The Professor's breath hitched the moment his eyes adjusted to the light in the newly revealed room.

" _Jackpot_ …"

* * *

"Chloe, wait up!" Max yelled through the rain as she frantically pushed her way through the powerful wind in search of the enraged punk, "Chloe!?"

A gust of wind from behind her caused Max to stumble forwards, nearly throwing her off the path and onto the tattered remains of a fence as she tried to regain her footing.

"Chloe?!" Max called out again, shivering in the cold as she squinted her eyes to see through the wall of rain in front of her, "Damn it, Chloe, where are you?!"

Max rubbed her arms in a fruitless attempt to warm herself up after she'd forced open a flimsy metal gate in the fence, her eyes wandering up what-little of the path she could see ahead of her. Blinking the rain out of her eyes, Max looked up the path as she started to walk away from the gate and towards the lighthouse – which was becoming more and more visible through the trees.

A loud noise through the trees to her left caused Max to stop as a fishing trawler was forcibly hauled over the lip of the cliff from the waters below and thrown towards the lighthouse. The teenager's breath caught in her throat as the boat collided with the top of the lighthouse before it plunged back towards the sea and out of view; taking the top of the lighthouse with it in a terrible cascade of tortured steel that briefly drowned out the sound of the rain.

"Oh shit, the Professor!" Max yelled as she started to run towards the lighthouse, only to come to a dead stop after only a few steps as a feeling of nausea set in.

Max let out a cry of discomfort as a sensation of pain raced through her head, causing a pounding in her temples as she staggered backwards and covered her head. The teenager let out a pained groan before looking back up at the path and pausing as a ghostly wolf stared back at her from atop a picnic table by a turn in the path.

"Wha-" Max asked as she stepped towards the wolf, covering her face with one hand in a vain attempt to keep the rain out of her eyes, "What is this?"

The wolf looked right through her as Max approached, before snarling at her as the teenager reached the base of a small incline between them. As if on cue, a large rock dislodged itself from between two trees on Max's left before being pushed onto the incline in front of her by the wind and rolling towards her as Max threw herself out of its way.

 _Whoa_!

Max pushed herself to her feet, glancing back at the wolf just in time to see it jump off the picnic table and run further up the path towards the lighthouse before it stopped and turned around to face her as a tree on Max's right started to give way.

"Oh shit!" Max cursed as she hurried to her feet and ran up the path, barely making it through before the tree collapsed just behind her, completely blocking the path back to the TARDIS.

The wolf snarled again, scratching the ground with its ghostly paws as it looked between Max and the lighthouse before it jumped onto a loosely piled stack of logs and lay in wait for her. Max scowled at the ghost wolf as the tree settled into the muddy ground of the path behind her, before she began walking towards it again.

The ruined top of the lighthouse came back into view, with twisted steel hanging from the exterior structure and swaying violently in the wind, Max cursed inwardly at the sight as she started to ascend a small flight of stairs towards the wolf; only for the wolf to leap from the loose pile and vanish from sight as the stack of logs rolled down towards her.

"Shit!" Max yelled as she ducked out of the way of the rolling logs, with one of them bouncing off another and nearly crushing her leg as it continued to roll down the stairs.

Max watched the last of the logs come to a rest at the bottom of the stairs and let out a sigh as the wind picked up before she ran up the rest of the steps, "Chloe! Where are you?!"

Max looked around the small outcropping that surrounded the base of the lighthouse, most of it debris-covered and some of it had even collapsed over the side of the cliff; even though the outcropping wasn't large enough to have parts of it shrouded by the rain wall, Max was still unable to see Chloe. Max approached the edge, glancing over her shoulder at the lighthouse and the forest behind her, as she viewed the tornado before her in all of its enormity.

"Holy shit…" was all the teenager could manage as it quickly became clear that the tornado had changed from its earlier course; now, in what was a cruel twist of fate, the tornado looked like it was going to miss Arcadia Bay entirely…

And wipe the lighthouse off the map instead.

* * *

"Oh this is fantastic!" the Professor yelled as he dropped through the hatch and looked over the interior of the room beneath the lighthouse, "What in the name of Rassilon," he found his eyes wandering over the walls as the noise of the wind seemed to die down despite the hatch still being open, "Is a Type-91 War Tardis doing under a lighthouse on Earth?"

The control room was vastly different to the one on his own TARDIS; in the place of the familiar sleek, grey and segmented walls with a central platform that spanned most of the room was a control room that was heavily organic, with arching walls of oranges and browns that gave the room a cave-like feeling. The Professor began to slowly walk towards the central control console, which was directly in the centre of the room atop a small central platform. It didn't take him much longer to recognise the smell in the room, the bitter smell of a recently self-repaired TARDIS.

The Timelord scaled the two step gap between the platform and the rest of the room in one motion before his eyes fell on one of the small chairs attached to the platform itself. The Professor's shoulders fell as he took a step towards the occupant of the chair, who was clad in tattered Gallifreyan robes and was absolutely motionless; the dead Timelord's face was entirely skeletal, and the clear-as-day battle damage to his robes suggested that he had suffered a less than pleasant demise.

"Sheesh," The Professor cringed as he looked over the corpse, twisting his nose in revulsion at the smell, "He's been dead a long time…"

" _This is Emergency Program Nine-Seven-Six_ ," A synthesised voice spoke out as the Professor stepped back from the corpse in front of him; turning on the spot, the Professor found himself faced with a holographic representation of the dead man behind him – only the representation had slightly more life behind its eyes and wore less dishevelled Gallifreyan robes, " _This time capsule has detected the presence of an unauthorised occu-_ "

"Endeavour. Solace. Arcadia. Six. Rassilon." The Professor verbally rattled off before the hologram could finish, the hologram froze in place for a few seconds on a loop before it flickered into a resemblance of the Professor.

 _Well at least they didn't have time to patch that one out_ , the Timelord mentally remarked as he stared at the Gallifreyan robes worn by his holographic representation.

" _This time capsule has recognised the immediate handover of control to Head Researcher-_ " the hologram fizzled for a few seconds as the entire room shook, " _User alert. Element of temporal payload unsecure…_ "

The Professor crossed his arms as the hologram reported the alert, concerned by the terminology it had used, "Define 'temporal payload'."

" _This time capsule carries a payload of seven Class-Omega Temporal Locks_ ," the hologram replied without any noticeable delay, " _One of these COTLs are missing from the storage bay following unauthorised release_."

"Can the COTL be disabled from here?" The Professor asked as he stepped forward, somewhat relieved that he now had a point of origin for the temporal lock.

" _Insufficient data present_ ," the hologram answered monotonously, it then stopped abruptly looking straight through the Timelord as it spoke, " _User alert! Unsafe build of artron energy within primary energy reserve detected_ ," the Professor flinched at the alert as his eyes shot towards the display on the console, his fists clenching as the realisation hit him

 _This is where all my power's been going_ , the Timelord noted bitterly as the hologram flickered again, _Not if I can help it_ …

" _User alert! Temporal instability detected! User alert. Eye of Harmony link damaged. User a-_ "

"Mute; send alerts to main display," The Professor interrupted as he spun on the spot and walked over to the main console, growing tired of the monotonous mimicking of his voice.

The Professor looked over the alerts with a growing sense of dread as the Gallifreyan warnings began to pile up on the display, he chewed on his lower lip for a few moments as he absorbed the information. Satisfied that he'd glossed over all the relevant details about the COTL, the Professor turned his attention to the Type-91's unique interface method, most systems were operated through neural connectivity between the driver and the central nervous system of the TARDIS.

The Professor's eyes fell on the interface pad on the adjacent section of the control panel to the one he was currently standing at, the gooey interface passively glowed various colours seeming at random as it awaited his input.

If he was being honest with himself, the Professor _really_ hated this method of TARDIS control; he would much rather manipulate physical levers, buttons and switches mid-flight rather than have the whole thing be a mental joining. While he understood the need for the bio-interface from a design perspective, considering that such a mechanism was demanded over the course of the Time War, he loathed it from every other perspective.

"Nothing ventured…" The Professor murmured to himself as he held his hand out towards the interface, a slight cringe forming on his face as his hand moved closer to the gooey mixture adorning the console section.

* * *

Max stared in fearful awe of the tornado looming over the lighthouse, the winds were even more powerful than they had been before and each gust brought more and more seawater with it. Max had already retreated back into the forest in an attempt to get back to the TARDIS before the storm hit, only to find every possible path backwards blocked by debris, either from the forest or from the Arcadia Bay marina.

"Oh shit," Max breathed out in a panic as a gust of wind caught her in her chest as she tried to scale over a downed tree and sent her crashing back to the ground, caking more of her clothes in thick mud, "Come on!" she cried out, trying to force herself back onto her feet as he used the downed tree she'd fallen from as a leverage, "Where are you, Chloe?!"

Max's eyes turned skywards as another tree collapsed by the lighthouse, letting out a fearful breath as another fishing boat was sent soaring overhead before it vanished behind the treetops. Turning on her heels; Max ran back to the path, taking care to avoid any fallen debris that had been caught in the trees around her.

"Chloe!" Max tried to yell over the wind as she reached the path again, stumbling forwards as the wind caught her leg, "Chloe we have to get the hell out of here!"

A feint reply through the rain answered her.

Max spun on the spot as her heart leapt into her throat, tracing what she could see of the treeline in an attempt to locate the source of the voice.

"Chloe?!" Max yelled as she ran back towards the lighthouse, only to be face with the sight of a prone Chloe with her feet pinned beneath a fallen tree, "Oh my god! Chloe!"

The edges of Max's vision blurred as she ran to Chloe's side; wasting little time, Max looked her over to make sure that she was still conscious – thankfully she was.

"Oh god!" Max cried out in a panic as Chloe struggled with moving the tree, to no avail, "What happened?!"

"I don't fuckin' know, Max!" Chloe yelled back, equally as panicked as the brunette, "I tried following that bastard into the lighthouse but the exit was blocked by the time I caught up with him," she looked at the blocked door to the lighthouse, which itself was nearly buried from view by fallen trees., "I moved back into the forest to find you and slipped on the mud, next thing I know this fucking piece of shit tree came down on my leg!"

"O-oh-okay…" Max babbled out quickly as she jumped to her feet and moved over to the tree, thankfully it wasn't huge, it could definitely be moved – just not by a single person, "Is it broken?"

"Is what broken?!" Chloe yelled back as she struggled to free her leg again.

"Your leg, dumbass!" Max shouted back as she wrapped her hands around the wet bark and looked back at Chloe, though in doing so brought the tornado back into her own field of view.

"N-no, it's just pinned," Chloe answered quickly as she looked away from her leg and towards Max, "Sorry oka-" the punk noticed the terror on the brunette face and froze for a moment, "What?!"

Max started to breathe quickly at Chloe's question, choosing to ignore her as another gust of wind pushed her up against the tree, "On three…Okay?" Max looked at the floored punk, "We just need to lift it up a little, the wind should be helping us here…"

"Dunno how much help I'll be…" Chloe murmured as she forced her arms into a position so that she could push the tree while Max pulled it in the same direction, she took a deep breath, "On three, then!"

"One, two, _three_!" Max counted down quickly before she hauled the tree upwards with everything she had, swaying on the spot as another gust threatened to pull her off her feet; after five seconds of trying to pull the tree, it became increasingly clear that it wasn't budging, "Are you even pushing?!"

Chloe's head snapped upwards at Max's comment, "Of course I'm fuckin' pushing!"

"Doesn't feel li-" Max was halfway through retorting before she trailed off as the ghostly wolf shimmered back into existence barely ten meters away from Chloe, "Oh no…" her grip on the tree branch she was holding tightened, "Chloe, we need to hurry!"

"W-what's wrong?!" Chloe asked in alarm, "M-Max? What is it?!"

"Push, Chloe!" Max yelled as she clenched her teeth and pulled the tree upwards again; inwardly cheering as she felt the tree start to give as the wind caught some of the thicker clusters leaves that were still on the branches, "We almost have it!"

Max's eyes slowly drew back to the wolf as it started to snarl again; a ball of fear started to grow in her gut. This snarl was far more distorted than the last and it chilled Max to her core.

"Max watch out!" Chloe yelled suddenly, drawing Max's attention away from the wolf just as it shimmered back into thin air, Max's eyes returned to Chloe just in time to notice that the tree behind her was starting to give way.

"Oh, come on!" Max grunted as she threw herself back to the ground close to Chloe as the tree landed directly over the base of the one they'd been trying to move.

The brunette jumped to her feet, taking a moment to steady herself as another gust of wind blew through the area, she rushed to Chloe's side quickly as the punk rattled off a string of curses.

"I'm so fucked, Max," Chloe muttered as the art student appeared beside her; she angrily yanked backwards on her trapped foot, "Fuck!"

"Hang on!" Max interjected as she put a steadying hand on Chloe's shoulder, "Maybe we can…" Max looked back over her shoulder as the tornado loomed back into view, causing her jaw to drop, "We can…"

"Max?" Chloe asked as she tried to turn around, one hand still wrapped around her leg, to see what Max was so captivated by, "Oh my god."

The tornado might as well have been the horizon because of how close it was, a gust of wind knocked Max to her knees as a wave of water crashed up the side of the cliff. The entire town of Arcadia Bay was hidden behind the dark wall cloud of the tornado, with only the roaring mass of black remaining as the full brunt of the tornado bore down towards them.

"Max, fucking leave me!" Chloe yelled in absolute terror, with Max straining to hear what she was saying over the wind, "Get the fuck outta here!"

"Fuck no!" Max shouted back as she picked up a stone and started to hack away at the tree which pinned Chloe's foot to the floor, "We are getting out of here to-"

"Max!" Chloe yelled again, loosely grabbing Max's arm and pulling her back, "You don't have time! Just go! I don't need you dying here for me of all people!"

Max blinked, barely skipping a beat before she spoke, "Fuck that. I'm staying," she asserted defiantly before she returned to hitting the rock against the tree, "And then we get back to the TARDIS," she glanced back at Chloe, " _Together_. Okay?"

Chloe nodded meekly in response, "Super-Max to the rescue again…"

Max began to furiously strike the bark of the tree, cutting into it with each hit; a lingering feeling of resignation at the back of her mind began to fester as the wind only served to get louder and more powerful, eventually throwing debris over her head with growing frequency.

Her hands ached, her face ached, her feet were numb from the cold and the rain. She turned to face Chloe as the rock slipped out of her fingers and into the mud at her feet before embracing Chloe as the storm deafened even her own breathing. Everything seemed to darken around them as the brunette forced her eyes shut.

"I'm so sorry, Chloe!" Max yelled out in an attempt to make sure Chloe heard what she was saying, only for Chloe's grip on her to tighten before a loud buzzing sound filled the air.

"What is-" Chloe shouted in fear as she lifted her head up from Max's shoulder, only for a bright flash of light to sweep over the area from the lighthouse as a bolt of lightning shot from the destroyed top of the lighthouse into the dark sky above.

Max forced her eyes open; cringing through the almost heavenly light as the lightning bolt cascaded across the sky, casting deep shadows across the clifftop as it moved rapidly through the thick clouds towards the tornado. Max choked out a stunned breath as the lightning hit the outer wall of the tornado before it scattered downwards, touching the stormy water below after only a second as the entire wall cloud of the tornado lit up like a star for a few brief moments.

"Holy shit…" Max breathed out in shock as she stood up to face the engulfed tornado as both the light and the wind began to simultaneously fade, she looked back down at Chloe as the dissipated water-filled core of the tornado crashed against the side of the cliff before passing over them harmlessly.

Chloe looked up at Max, meeting her gaze with a nervous laugh as she pulled the brunette into a tight hug, "Fuck, Max," the punk's voice cracked briefly as she spoke, "That was…That was close…"

Max nodded quickly at Chloe's words, most of her head numb from what she'd just witnessed, she let out a long sigh of relief after a moment of pause. She doubled over and rested her hands on her knees before turning to look at Chloe, "What the hell was that?"

"No fuckin' idea," Chloe replied simply as she tried to free her foot again, "Fuck!" she yelled after a moment of struggling, "This tree ain't budging…"

Max looked at the tree piled on top of Chloe's foot for a moment before sighing, she looked over her shoulder at the debris which littered the trees in the forest behind her.

 _There has to be something I can use to get that tree off of Chloe…_ Max inwardly commented as her eyes ran over the forest, more than thankful that both the rain and the wind had stopped – though the coastal breeze was still enough to chill her to the bone thanks to her wet clothes.

" _What is_ …" came the voice of a confused Chloe from over Max's shoulder, "Max!" Chloe yelled from behind as she pointed skywards, "Watch the fuck out!"

Max's eyes flew skywards just in time to spot a decently sized, oddly shaped object hurtling from the sky towards her, she let out a muffled cry of surprise as she threw herself backwards in Chloe's direction. The brunette landed on her backside in a heap less than a second before a loud crash nearby in the forest threw up a wall of thick mud.

"The fuck was that?!" Chloe called out in surprise, her eyes widening as she looked over at Max just as the photography student was getting to her feet.

"I-I don't know…" Max murmured as she looked between Chloe and a mud-caked tree deeper into the small forest as it collapsed, "We'll get your foot out of there and then we'll go check it out…"

"Sounds good," Chloe grunted as she tugged on her leg again, "I-I think I've almost got it out…" she looked from her foot towards Max, "Could you try and lift again?"

"On it!" Max nodded as she quickly moved back to the tree and got a firm grip on one of the sturdier looking branches, she looked back up at Chloe and exhaled slowly, "You ready?"

Chloe nodded quickly at the question, grabbing on her pinned ankle and pulling it towards her as Max tried to heave the tree upwards enough for Chloe's foot to be free – though considering that the tree pinning Chloe's foot was also pinned by another tree, such a task was easier said than done.

Eventually, after about thirty seconds of heaving and pulling, Chloe's foot found enough wiggle room; allowing the punk to easily remove it without much hassle. Chloe patted down the once-pinned boot, rubbing the mud off it the best she could, before she looked up at Max.

Max's face was trembling as she stared back into the forest close to where the object had landed, there was a slight tremor in her hand as her gaze fixed on something behind Chloe.

"Max?" Chloe asked, concerned at the expression on her friend's face, as she quickly stood up, "Max what is i-"

Chloe froze as she followed Max's gaze and was confronted by the sight of a ghostly, snarling wolf – impossible in size – that was standing on the nearby path, looking up at them with a barely contained fury. Its fur seemed to bristle in the breeze, which had started to pick up again in large gusts.

"Max…We need to go," Chloe urged as she grabbed Max's arm and started to pull her back towards the lighthouse, "We have to get out of here!"

"Yeah," Max agreed quickly before she looked over her shoulder at the ruined ground around the lighthouse as the wind began to pick up again, "But I don't think we've got anywhere to g-"

Max dropped to her knees with a cry of pain as the wolf let out a growl, the air around both it and Max warping for a few moments as Chloe jumped to the side. Max let out a groan as Chloe's hand went to her revolver, which she'd taken from the Dark Room before they'd left – and was now more than thankful that she'd done so, and raised it at the slowly approaching wolf.

"Max?!" Chloe yelled in-between curses as her eyes darted from the wolf to Max and then back again, "S-stay back!"

The wolf seemed to give Chloe an amused smile as Max cried out again, causing the punk's face to harden as she pulled the trigger. Her eyes widened as the bullets seemed to hang in the air in-front of the wolf before simply disintegrating into dust and being carried off by the breeze; less than a second later, Chloe let out a cry of pain as the revolver in her hands suddenly became extremely hot to the touch.

The revolver fell from her hands, but was little more than a pile of ash before it hit the floor.

Chloe started to panic as she looked at her empty hands, her eyes widening as Max let out another cry of pain. She took a step back before a searing pain broke out in her own head, sending the punk crashing to her knees as the wolf closed in for the kill.

 _ **Foolish girl**_ , a deafening voice declared from deep within her own thoughts as Chloe tried to stand up again, _**You only prolong the inevitable**_.

Chloe shook her head from side to side desperately as the massive wolf stopped barely over a few feet from the two downed teenagers, looking at them impassively with its glowing yellow eyes as it bared its teeth. Chloe tried to look through it, desperate to evade eye contact with the terrifying entity in front of her, but inevitably found her eyes wandering towards the leering eyes of the fierce animal as she heard Max let out a whimper beside her.

"Oi!" A shout from nearby erupted through the forest, drawing everyone's attention towards it.

Max let out a relieved gasp at the sight of the Professor, screwdriver in hand, as the wolf rapidly turned to face him, baring down in the Timelord with an intimidating snarl. The Professor shook his head slowly as the ghostly wolf lumbered towards him, passing a concerned glance towards the downed teenagers behind it before his glare solidified.

" _Bad wolf_ ," he spat moments before he fired a powerful, almost blinding, green blast of nearly-transparent energy at the wolf, striking it directly in the head as the wolf attempted to build up speed.

The wolf rolled onto its side, dissolving back into the air with an enraged howl as the blast from the screwdriver stopped its advance entirely. The Professor watched the wolf slowly disappear as he lowered his screwdriver back to his side, he let out a heavy breath as the wolf vanished entirely before walking over to the girls and helping them back to their feet.

"I suppose I should thank you," he began as he pocketed his screwdriver and offered a hand each to both Chloe and Max, "Keeping 'im busy that long gave me plenty of time to determine the wolf's chromodynamics signature…"

"S-so, it's gone?" Max asked as she got to her feet, swaying slightly as she rubbed her head.

Chloe looked at the Professor suspiciously as the Timelord went silent, grinding his lower jaw from side to side before he looked over his shoulder in the direction that the object had crashed before he walked off towards it.

"Not quite…" The Timelord said after a short delay before he turned to face Max, "You feeling okay?"

"I've got a bit of a headache, but I'm fine," The photographer replied without much of a delay, still rubbing her forehead as she spoke.

The Professor didn't look convinced by the answer, glancing at his feet for a moment before he nodded in the direction he'd been walking, "C'mon, we don't have a lot of time left…"

Max and Chloe shared a brief glance before they followed the Professor across the path and into the other part of the forest, with Max pointing out a new addition to the scenery as they paused in the middle of the path for a moment.

"That wasn't there before…" Max pointed out as she gestured towards a two-and-a-half meter tall, pyramid shaped construct by the picnic table.

"Yeah, uh," the Professor chuckled light as he briefly crossed his arms, "I was right about the lighthouse…It was hiding something odd…"

"What is it?" Chloe chipped in as she looked directly at the grey pyramid.

"Another TARDIS," The Professor said simply as he dropped his hands to his sides, "One that's been here since the sixties and has draining my TARDIS' power the entire time I've been here…" he ran his hand through his hair, "I still haven't made up my mind about what to do with it."

"Wait," Max held up her hands, "That thing was in the lighthouse all this time and no one noticed it?"

"It wasn't shaped like that in the lighthouse," The Professor sighed, "And there was a perception filter associated with the chameleon circuit. I only found it because I knew what I was looking at…" He turned back around and continued walking, "You'd have probably not even given it a second glance…"

After a few more seconds of walking, they arrived at the impact site; a decently sized, muddy crater that contained a smoking, oddly shaped device which was clearly alien in design.

"So much for being at the bottom of the lake," Chloe quipped after she'd let out a low whistle at the sight of the device.

"Perfect timing had a lot to do with it…" The Professor smirked as he walked into the crater, pulling out his screwdriver again as he glanced over his shoulder at Max, "I'm going to apologise ahead of time for this…"

Max blinked at the comment, "W-what are you saying?"

The Professor adjusted a small dial at the hilt of his screwdriver for a few moments before turning to face Max again, "That this is going to hurt," he pointed the screwdriver at a small section of panelling and activated it as Chloe stepped between Max and the Professor.

Max grimaced as the panel fell off almost immediately, landing in the muddy ground of the crater with a small splash, she rubbed her head again as the Professor crouched down to get a better look at the innards of the device.

"You've been temporally linked with the time lock, Max," The Professor continued as he adjusted the dial again, "Usually that wouldn't mean much, but this lock's inherently unstable…Seawater's eroded away some of the interior failsafes and well…" he fidgeted about on the spot as he popped open another panel, causing a small outburst of water and a brief spark of electricity, "I don't even what to think about what it's done to the artron regulators…" he paused again as he rubbed his chin, "Because this damned thing's so unstable…You've been functioning as a kind of 'organic override' to the temporal anchoring systems…"

Max and Chloe shared a confused look and remained silent as the Professor continued to tinker with the device, "In layman's terms, you've been changing the relative time between the inside of the lock and the outside of the lock…" he reached inside the device for a couple of seconds, "Although what you've been pulling with those photographic time jumps is…" he cut himself off as he briefly grimaced, " _Can't reach thi_ \- _**there**_!" Max let out a small yelp of discomfort as the Timelord removed a small, golf ball shaped mechanism from the device and pocketed it, "Is a very telling sign of how far gone this thing is…"

The Professor chewed on his lip for a moment as the air around the device began to distort severely, the phenomenon was quickly followed by another panel blowing off the top of it in a shower of sparks; Max and Chloe took a few steps away from the crater as the Timelord tapped his screwdriver against his knee.

"That was supposed to happen," he said reassuringly as he glanced over the device again, "Now comes the sore part," he glanced over at Max, "Sorry again…"

Without saying anything else, the Professor pointed his screwdriver through the newly opened panel at the exposed innards of the device and activated the screwdriver, causing a cascade of sparks to erupt across the entire device. Max let out a cry of pain as she clutched at her head and took a few steps backwards, falling to the side just as Chloe caught her and gave the Timelord an angry look.

"She'll thank me when she wakes up in a few moments," he murmured before he directed his attention back to the sparking temporal lock, "Now the easy bit," the Timelord stuck his hand back into the device as a few sparks leapt out at him, burning his face and singeing his jacket.

The Professor clenched his other fist as he tried to worm his way through the overheating Gallifreyan electronics, he was running out of time to deactivate the lock; without Max acting as an organic override to channel excess artron energy through, the device would very likely explode in a cataclysmic detonation.

The Timelord bit down on his tongue as he heard Max start to stir in Chloe's arms, though the expression was mainly due to another interior spark burning his hand. The Professor grimaced in pain for a few more moments before his hands cupped against something which he immediately recognised as the interior disarmament module.

"Gotcha…" The Professor barely managed to smirk as he twisted his hand in order to get a better hold of some of the relevant switches.

With a single, fluid motion, the Timelord engaged numerous backups on the disarmament module, removed his hand from the interior mechanism and then began to adjust the dial on his screwdriver again; glancing at Chloe and Max as he finished.

The Professor pointed his screwdriver back at the device and activated it, causing the screwdriver to discharge a variety of gold coloured particles at the temporal lock. The device sparked one more as the particles washed over it before it fell silent, the Professor's shoulders falling in relief as the last spark hit the ground.

"You do not want to know how much time we had left," The Professor muttered as he adjusted his screwdriver again, rubbing his burned hand absentmindedly.

"So…" Max oozed, still swaying on her feet as the world seemed to spin around her, "It's…It's over?"

"As over as it can be," The Professor murmured as pointed the screwdriver at the device again, "For you two anyway…"

"Wh-what are you say…" Max tried to continue before she staggered back into Chloe's arms as the punk gave the Timelord a fierce look.

"What the fuck have you done to her?!" Chloe yelled as she wrapped Max's arm over her shoulder for support.

"It's just feedback from the device," The Professor explained, raising his eyebrows in exasperation, "She's just feeling tired…" The Professor activated the screwdriver again, seemingly to no effect before he pocketed it and turned back to face the duo, looking satisfied with how everything turned out, "It'll wear off in a few moments…"

"Listen here fuckw-" Chloe snarled as she pointed her finger at the Professor, only for the Professor to cut over her with an icy cool tone.

"Shut up, Chloe," The Professor began coldly as he adjusted his collar, "I just saved you, Max, your town, and quite possibly your entire planet from temporal-immolation," he walked over to the device and started to pick it up, "And it's all free of charge, so stop complaining."

Chloe's face scrunched up in a rage-filled expression as she moved Max's hand back around her neck, "So what do you want? A fuckin' cookie for doing the right thing?" she snarled at the Timelord, who seemed unimpressed by the outburst.

"Mhmm," Max sighed as she blinked a few times on Chloe's shoulder, she stood up straight and rubbed her head again, "W-what's going on?"

"Oh, nothing really," The Professor muttered as he picked up the temporal lock with seemingly little effort, "I'm just wondering if my efforts would've been better spent on another planet…" Max flinched at the Professor's words, glancing sideways at Chloe before she stared down the Timelord, "Anyways, it's been fun, girls…"

"Hold the fuck on," Chloe stepped in again as she crossed her arms, "You're just gonna fuckin' go?!" she glanced at Max in disbelief, "Just like that?!"

The Professor looked back towards the other TARDIS before he glanced back at Chloe, "Yup," Chloe and Max shared another look of disbelief, "I've done everything I set out to do…" he gave the girls a small shrug, "I've got no reason to stay…" he paused for a moment in thought, "Never wanted to be here in the first place."

"Then fuckin' go!" Chloe snapped as she stepped towards the Professor, "Go back to whichever fuckin' box you're leaving with and fuck off!"

The Professor merely smirked at that before turning on his heels and walking away.

"Chloe," Max whispered in disapproval as she shook her head, "Professor?" the Timelord didn't look back, "Professor!"

The Timelord's head snapped in her direction, "Yes, Max?"

"What about Jefferson?" Max reminded as she walked towards him, "He's going to get away if you just leave us here!"

The Professor glanced to the side for a moment, "Oh I'll deal with Jefferson," He flashed them a dangerous grin as he reaffirmed his grip on the cumbersome device in his hand, "You two are probably needed in town anyway…" he nodded in the direction of the Arcadia Bay waterfront, "They'll need all the help they can get…"

"Oh shit!" Chloe swore as she looked at the ground, "Max, my mom! She's probably trapped in that fucking diner!" without further the punk took off towards the path, leaving Max alone with the Professor as the two shared a glance.

"It's been a pleasure, Maxine," The Professor smirked as he put the device on the ground and crossed his arms.

"It's _Max_ , never Maxine…" Max retorted with a small laugh before she blinked at the Timelord in surprise, "Do you uh…Mean that? Really?"

"No, of course not, you've been a pain in the ass the entire time," The Professor scoffed back a laugh as Max's face fell, "But I will admit, you were a great help at points."

"I uh…" Max looked up to see the Professor staring back at her seriously, "Thanks…I guess…"

"Now, Max Caulfield," The Professor continued as he lifted the device once more and began walking towards the other TARDIS, "Forget me," the Timelord looked back over his shoulder at the girl, "Don't tell anyone about the actual events of this week because there's a very good chance you'll get them killed," he nodded in the direction Chloe ran off to, "Now go. Look after her and make sure she doesn't get herself killed," Max flinched at the very idea, "Otherwise this whole thing'll have been a waste of time for you, wouldn't it?"

Max nodded sullenly before she took off after Chloe, only able to offer the Timelord little more than a passing 'thank you' as she ran past him in search of her punk friend, leaving the Professor alone on the path. The Timelord watched Max disappear from view, the trace of a faint smile cracking through his otherwise cold demeanour as he turned back to face the TARDIS.

" _You're a good kid, Max_ …"

* * *

The Professor, now dressed in a fresh suit, stood in the middle of a forest clearing and sighed as he looked over the unlit funeral pyre before him. His eyes remained focused on the dead Timelord atop it, now redressed in more fitting Gallifreyan attire with his arms crossed over his chest, as memories of the Time War which had claimed the lives of so many of his people – perhaps even all of them – bubbled back to the forefront of his thoughts.

Distant thunder boomed through the darkening, cloud filled skies above as a cold wind ran through the forest - chilling the Professor to the bone with each successive gust. The Timelord's eyes flinch away from the corpse lying in front of him as the guilt returned.

The Professor knew he was a cowardly fool compared to the man lying dead before him; he pessimistically knew that the dead man had at least died on his own terms, protecting all of creation by any means necessary from the Dalek menace that sought to destroy it, whereas he had chosen to look his race in the mirror and run away in disgust.

"May Rassilon guide you," The Professor spoke aloud as he ignited a small fire at the end of a makeshift wooden torch with his screwdriver, "May Gallifrey serve you," he stepped forward and touched the burning end of the torch against the relatively dry kindling atop the pyre, "And may all of creation thank you," the Professor stepped back, lowering the torch to his side before he bowed his head, "Rest easy now, Lord of Time…Child of Gallifrey."

The cold winds licked the quickly maturing flames upwards, quickly consuming the body of the dead Timelord in flames, "You will not be forgotten…"

* * *

Max and Chloe looked around the makeshift emergency shelter inside one of the assembly halls of Blackwell Academy, their minds numbed after having walked through the decimated main street of the town. They'd gotten a lift into town from one of the many emergency response vehicles that had been racing towards the crippled town; though due to debris blocking the road, they'd had to walk that last kilometre or two on foot.

The diner had been abandoned, thankfully with no one still inside, though that fact only made Chloe even more anxious to find her mother, so the two had headed back to Blackwell Academy – which was functioning entirely as a relief centre and humanitarian shelter since it was spared the worst of the destruction.

So as the two girls looked across the faces of the wounded, Chloe and Max shared a quick remorseful glance as Chloe's head fell forwards.

"I'm not worth all this, Max," She whispered solemnly, "I'm n-"

"You are to me," Max cut across her as she gently put her hand on Chloe's shoulder, "I wouldn't trade you for _anything_."

Chloe was silent for a long time after Max's remark.

They'd found Chloe's mom soon enough; Joyce was in good shape all things considered, with only a few gashes on her face and arms caused by shattered glass that had been picked up by the wind. As the three talked, it didn't take long for David to become the topic of the conversation; with Joyce saying that he'd run off not too long before they'd arrived to 'deal with a few things'.

Max and Chloe stayed the night at Blackwell in Max's dorm, helping out the best they could until David returned the next morning, flanked by cops, with a bloodied Jefferson and Nathan Prescott in cuffs. Both of them had then been handed over to the better equipped police forces that had accompanied the relief effort and were being kept under lock and key until it was judged safe to move them.

* * *

"Max?" Chloe called from the window of Max's dorm room as she stared emptily across the small courtyard outside the dorm rooms, the sun was starting to set again and the late afternoon light only cast a dreary feeling across the destroyed town as it glinted a fiery red against the metal debris which littered the town.

"Yeah, Chlo?" Max murmured as she lifted her head off of her pillow and looked in Chloe's direction.

"Where do you think that shitstain is?" The punk asked as she crossed her arms and leant back against as the wall, "He's gotta be anywhere right now."

Max pushed herself off the bed slowly at the question, swinging her legs towards the floor as she sat up, "I still can't believe he took off like that…"

"He never struck me as the kind to come back either," Chloe continued in a hushed mutter, "Not like you," she smiled warmly at the seated photographer as she continued in a teasing tone of voice, " _You_ actually came back."

"Yeah," Max smirked at the punk's remark, "I d-"

A loud _bang_ at the door cut Max off mid-sentence, almost causing the brunette to fall off the bed in surprise as Chloe stepped towards the centre of the room and eyed the door with concern. After Chloe had quickly helped her back to her feet, Max stepped towards the door as a slightly quieter _bang_ made her jump in place.

"What _is_ that?" Chloe asked quietly as the two girls took another hesitant step towards the door, she paused suddenly, "Wait. It's not that shitlord, Nathan, is it?"

Max flinched at the idea of Nathan somehow sweet talking his way out of wherever he was being held, or even his parents paying his bail fees. She glanced at Chloe uneasily before placing her hand on the door handle, "Well if it is," the brunette forced a smile, "There's no one to stop us beating his ass in this time…"

Chloe returned a mean smile before placing her hand on Max's shoulder and nodding quickly. The teenager wasted no time in opening the door, a fist ready to punch whoever had been making the racket outside.

"What the?" Max questioned in a whisper as the two were briefly confronted by the ghostly outline of a box as a few gusts of wind tore numerous pieces of paper off of the walls and caused them to drift aimlessly in the air as the wind settled down and the outline vanished completely.

"Was that who I think it was?" Chloe asked Max quickly, though she knew the answer to the question already after what she'd seen in the hallway.

The punk's eyes drifted back to the door as Max stepped out into the corridor and looked around, she frowned at the sight of a small piece of paper that had been nailed to the door.

"What's this?" she murmured to herself as she pulled the paper off of the nail, Max turned around as Chloe's eyes widened.

"Is that a…Powerball ticket?" Max breathed as she stepped towards Chloe, her heart skipping a beat as she passed a crazed glance at where the ghostly box had once stood.

"Yeah…" Chloe murmured in shock as her hand started to noticeably shake, "Oh my god, Max…He's…He's…"

The two stopped talking, entirely lost for words as they stared at the ticket before they turned to face the empty space in the corridor. Chloe took Max's hand in hers as she steadied herself, both of them already knowing the meaning behind the ticket, and both of them rocked to their core.

"We'll make the best of this," Chloe whispered as she brought Max into a tight hug, "You and me against the world, right?"

Max tightened the hug at that, giving the punk a deep kiss as they broke from their embrace. She looked Chloe right in her eyes as the two held the ticket between them.

" _The Price is most certainly right about that…_ " she mused with a nod as the two backed up into Max's dorm room, each of them offering silent gratitude to the man who'd ran away and changed their lives forever.

* * *

The Professor turned away from the funeral pyre and towards the two TARDISes, which he had parked right next to each other on the verge of a river bank, putting his hands in his pockets as he casually strolled towards the one belonging to the late-Timelord. While he was more than thankful he'd been able to move both TARDISes simultaneously out of Arcadia Bay, he'd only be leaving this clearing with his own.

The Timelord stood barely a foot away from the other TARDIS, gently placing his hand on the door and bowing his head, whispering a few words to no-one in particular as the pyre continued to burn behind him.

It wasn't right for him to commandeer the second TARDIS, it would be far more appropriate for both it and its former owner to rest for eternity together. Who was he to decide otherwise?

The Professor eased open the door to the TARDIS, leaning inside the darkened room to check that all of the on-board systems were unpowered; ensuring that it could not be moved without the use of an emergency override disk – the only one of which was secure in the Professor's own TARDIS.

Wordlessly, the Professor closed the door and walked around the TARDIS towards the river bank, glancing skywards as the smoke from the pyre was blown sharply overhead by the wind. The Professor let out a sigh as he sat down by the water, pulling his knees close to his chest as he shut his eyes and focused on the sound of the running water – for the first time in a long time, feeling a sense of peace.

Thunder boomed through the clouds again as droplets of rain began to fall from the sky, gently patting the Timelord's exposed skin as the droplets hit him. The Professor sighed again, though this time entirely in relief; it was over.

The Time War, his period of self-induced exile, the crisis in Arcadia Bay; it was _all_ over.

The Professor exhaled again in a relieved chuckle as a pleased grin slipped onto his face.

He could stop running now.

* * *

 **\- END -**

* * *

 **Author's Final Note: Well, it's been one helluva ride. Nearly two years and over 100k words later we have reached the end of the fic. I'd like to offer my personal thanks to all of you who've taken the time to read this from start to finish, who've lodged a review, who've followed or favourited or even read through a few chapters; your feedback and interest in this story kept it going and I cannot stress how much of an impact it had on me as this fic's writer.**

 **So once again, thanks to all of you! See you in the next one!**

 **\- CAS2109, signing off.**


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